Opposites Attack
by Fauna Greywolf
Summary: No Heart and the Spirit book have joined forces. Together they hope to finally take down the Care Bears. Will they succeed? Heck even I don't know.
1. Default Chapter

Okay I need everyone's opinion. In this new fic, what couples, other characters, and villains do you most want to see. I'm pretty sure I already know what villain Rock Raider is going to vote for but I want to hear everyone else's opinion too. I feel like my fic's are to repetitive in theme. Thank's for your help guys.


	2. Celebrations and Evil Plots

The idea for this story came to me while taking a Pre-Calc unit test. If you think it's confusing I'm sorry.

Disclaimer: I don't own the Care Bears blah blah blah, the sky is blue, the grass is green, on with the show!

"Hugs! Come back here with my skateboard!"

She looked over her shoulder at her brother. "No way. You said I could ride it."

"Yeah , but not for an hour." Turning back around Hugs saw Grams coming up the path with grocery bags. "Grams look out!" She wasn't quick enough to respond and Hugs crashed into her.

"Are you alright little one?"

"Yes. I'm sorry about your groceries Grams." "That's alright, nothing broke."

Tugs came up out of breath, "See what you did Hugs. You could have really hurt Grams Bear."

"Settle down Tugs I'm fine. Are yo two ready to go to Care-A-Lot's birthday celebration?" The cubs nodded vigorously and each grabbed one of Grams Bears paws.

Beastly emerged from behind a cloud cackling. "Now's the perfect time for me to get a hair from each Care Bear and Care Bear Cousin. Then No Heart can put his plan into action. Hopefully that will get that annoying Spirit Book to shut up. Owww." While he had been muttering to himself, Beastly had failed to notice Good Luck's mailbox appear and had run smack into it. "That's a stupid place for a mail box." Rubbing his head he continued down the rainbow trail.

Meanwhile, the Care Bears and Cousins had just putt the finishing touches on Care-A-Lots birthday decorations. Luckily this year, Brave Heart hadn't been left in charge and the grounds hadn't been wrecked by a renegade ferris wheel. Proud Heart Cat was up on a ladder straightening the giant bow hung on the caring meter. She leaned back slightly to admire her work when Playful Heart came tumbling into the ladder. Unaware of what he'd done, he got up to continue his pursuit of Funshine.

"Bring back my ball." Funshine grinned at him, "You'll have to catch me first." He monkey laughed and ran faster.

Proud Heart however, went toppling off the ladder and into Loyal Heart's heroic arms. The force of from his friends fall caused the cousin to fall onto his tail.

"You okay Proud Heart?" She smiled up into his puppy dog eyes. "Purrrrrrfectly fine. Thanks for catching me Loyal Heart." He blushed as Proud Heart got to her paws.

Beastly dove behind the cotton candy booth as Funshine and Playful Heart ran by. "Now, where should I begin?" He spotted Bedtime sleeping next to the ring toss. Cackling he slinked over and plucked a hair from his arm. The blue bear only yawned and rolled over. "This is going to be a piece of earthworm cake." Placing the hair in a vial he went in search of his next victim. He spotted Wish Bear and slowly snuck towards her.

Swift Heart was carrying a box of extra lights back to the Hall of Hearts attic when someone grabbed her and pulled her into the shadows. Grumpy pressed her up against the building and pulled the box out of her hands. "You weren't at breakfast this morning."

She grinned, "I had to help Cozy Heart set up the dunk tank. Why that crazy penguin would want to get dunked into water over and over again is..." She was interrupted as Grumpy kissed her passionately. Her face felt hot as she kissed him back.

He pulled away slightly smiling, "...beyond me." He laughed and came back to kiss her again. Beastly could hardly stand being next to these two. He tried his best not to vomit as he plucked one of Swift Hearts tail hairs. "Owww!" He dove into a nearby cloud bank.

"What's wrong?" Grumpy looked at her concerned.

"It felt like something pinched me. Oh well. I have to go anyway. True Heart and Noble Heart are going to start the opening ceremony soon."

"See you there." They exchanged one more quick kiss before Swift Heart walked into the Hall of Hearts. As Grumpy passed the cloud bank, Beastly plucked a hair. Grumpy spun around but saw no one nearby. Shrugging, he went off to the platform.

It took Beastly 2 hours before he'd gotten a hair from each and every member of the Care Bear family. Arriving back at No Hearts castle, he heard raised voices coming from No Hearts potion room.

"I DON'T CARE IF YOU'RE THE QUEEN OF THE NETHERWORLD. YOU NEED ME IF YOU EVER WANT TO BE FREE FROM THAT BOOK!"

"BUT IF IT WASN'T FOR ME, YOU'D NEVER HAVE THE SPELL FOR YOUR BRILLIANT MASTER PLAN ANYWAY. NOW LET'S GO OVER IT ONE MORE TIME."

Beastly walked in to see No Heart about to fling the Spirit Book into the bubbling cauldron. Taking deep heaving breaths, he took control of his temper and placed the book back on her pedestal.

"My furheaded assistant is getting a hair from every member of the Care Bear family. In my cauldron I have the other ingredients needed for the spell. When I drop the hairs in, exact opposites of each Care Bear and Cousin will be created. I shall then sick them on Care-A-Lot and get them to destroy the Care Bears."

"Then you will free me from this book as we agreed."

He raised his brow at the book, "That's only if this spell of your's works."

Beastly chose that moment to come in. "I got them boss I got them. Every single hair."

"Finally! What took so long!" Beastly cowered away as No Heart snatched up the vial. Striding over to the caldron her upended the glass, causing the hairs to fall.

"Now chant the spell before it's too late!"

"I'm the master of evil, I know how to cast a spell. Ish ca bibll, cadifl rent, sincahoya, millohun, undabela flamentia lassuro bannana glusho SHAM!" A bright flash and a soundless boom shook the room. No Heart and the Spirit book laughed as shadowy figures began to emerge.

And now you must wait till the next chapter to see what happens because I'm evil like that. I know it's short and I'm sorry. The next chapter will be longer. Ex-Girl Scout's honor. I hoped you liked it though.


	3. Birth

Nothing really to say. Glad ya'll liked the first chapter. If you didn't, oh well. Here's numero dos.

The shadows lined up in front of the cauldron and began to solidify. No Heart grinned evilly when he saw that the spell had worked. 29 creatures stood in front of him, ready to be assigned their mission.

"You will be working for me. I want you to destroy the Care Bears and Care Bear cousins. Each of you is an exact opposite of one of those defenders of caring." Going over to the Spirit Book, he got a folder form the stand she was resting on. Turning to the bears in the group, he began to hand out their assignments. "Here is the information and picture of your less evil counter part:

Mean Heart Bear- Tender Heart Bear, second in command of the Care Bears. Prone to being in control.

Failure Bear- Champ Bear, most athletic of the Care Bears. Over use of term "sports fan"

Death Day Bear- Birthday Bear, knows everyone in the Kingdom of Caring's birthday. Has a tendency to over party.

Tell-All Bear- Secret Bear, can keep any and all secrets. Only communicates to Friend Bear.

Enemy Bear- Friend Bear, is friends with everyone. Always has to go on caring missions with Secret.

Boredom Bear- Funshine Bear, overly active. Constantly has to be moving.

Liar Heart- True Heart, Founder of the Care Bears. Will do anything to protect the Care Bears.

Bad Luck Bear- Good Luck Bear, helps those in need to find their inner luck. Eternal optimist completely obsessed with Polite Panda.

Resent Bear- Wish Bear, helps people to get what they want most. Depends on her wishes to solve her problems.

Careless Bear- Grumpy Bear, the pessimist of the Care Bears usually has to deal with grouchy children and is the one to fix things. Godfather of Fauna. Love's Swift Heart rabbit the most.

Nightmare Bear- Bedtime Bear, usually found sleeping around Care-A-Lot. Tends to be more nocturnal.

Punch- Tugs, one of the younger members of the Care Bears. Sometimes he talks bigger then he is.

Selfish Bear- Share Bear, always willing to share with others. Not quite as out spoken as she should be and tends to say corny things.

Conflict Bear- Harmony Bear, strives to achieve peace between people. Will drop everything for a chance to listen to music.

Crunch- Hugs, the sweet sister of Tugs. She goes every where Tugs goes.

Gloom Bear- Cheer Bear, always try's to get everyone to have a good time. Sometime's her cheerfulness gets on the nerves of her fellow Care Bears and Cousins.

Hate-a-Ton Bear- Love-a-Lot, likes nothing more then helping people, and Care Bears, to love. Believes love will solve all problems.

Crone Bear- Grams Bear, takes care of Hugs and Tugs. Tends not to act her age all the time.

And as for you my feral friends," he drawled turning to the opposite's of the Cousins. "Here are your victims.

Scary Heart Lion- Brave Heart Lion, bravest of the Cousins. Also the most reckless.

Strict Heart Monkey- Playful Heart Monkey, loves to fool around and play jokes. Family doesn't take him seriously.

Arrogant Heart Cat- Proud Heart Cat, has a talent in gardening and takes great pride in her appearance. Known to get carried away and become bossy.

Sour Heart Pig- Treat Heart Pig, loves to eat and hang out with her friends. Doesn't always take things seriously.

Tough Heart Lamb- Gentle Heart Lamb, the quietest of the Care Bear Cousins. Helps others to be kind and soft spoken. Doesn't speak up when she wants to be heard.

Delay Heart Rabbit- Swift Heart Rabbit, the fastest member of the Care Bear family. When challenged, becomes cocky and a little mean.

Betray Heart Dog- Loyal Heart Dog, can always be counted on to come through in a crisis. When Proud Heart is threatened he becomes very protective.

Frigid Heart Penguin- Cozy Heart Penguin, helping others in need is what warms her heart and keeps her Cozy. (A/n got that from movie 1). Loves to swim in chilly water.

Bleak Heart Raccoon- Bright Heart Raccoon, loves to invent things and is often found working with Grumpy. His inventions don't always work

Dishonor Heart Horse- Noble Heart Horse, founder of the Care Bear Cousins. Will do anything to protect the Cousins.

Slight Heart Elephant- Lotsa Heart Elephant, he's extremely strong but equally clumsy. Doesn't live up to the saying an elephant never forgets."

Mean Heart Bear flipped through her packet. (A/n the evil counter parts are the opposite sex of the original. Kinda makes sense don it.) "What exactly do you want us to do Lord No Heart?"

Before he could answer her the Spirit Book chimed in, "Your going to get rid off the Care Bears in any way you see fit. The bottom line is that they can't be able to interfere when we wipe this world of all it's love and caring."

She nodded her understanding. "We know exactly how to do that. When would you like us to carry out our mission."

"Now! My assistant Beastly will guide you to Care-A-Lot. I don't want tot see you back here until your mission is complete. Do you understand?" They nodded and filed out of the room in a very military like fashion.

"As soon as they are delivered Beastly, I need you to gather these ingredients for me." He handed him a rolled up piece of paper.

"What are these for boss?"

"To free the Spirit from the book. Now get out of my sight." Beastly turned around so quickly his feet got tangled in the rug and caused him to fall. Sliding across the floor, he went headlong into a table with many glass vials. The table shook, glass shattering as it fell to the floor.

"GET OUT YOU FURHEADED IMBECILE!" He shot lightning at Beastly as he scurried out of the room.

"Why do you even keep him around. He's completely useless."

"He won't be for much longer. If these un-Care Bears do the job, I will no longer be in need of Beastly."

The birthday celebration in Care-A-Lot was running smoothly. Champ had won a ton of prizes, most he gave to Cheer, Cozy Heart went plummeting into the water of the dunk tank yet again, laughing on the way down. Tender Heart and Love-a-Lot were cuddling on the ferris wheel and True Heart and Noble Heart were watching everything from the stage seats.

"Today was a great day Noble Heart." "Indeed it was True Heart." He slipped his arm around her shoulders as they continued to watch the festivities. All of a sudden, the Caring Meter dropped down to the bottom. The Care Bears gathered around the Meter.

"Why did it just drop all of a sudden?"

"I can only think of one other time when the caring level was this low Friend, that was when the Spirit Book and Nicholas took the caring out of all those kids."

"Oh my stars! Brave Heart, look!" He turned to see what had startled Wish and drew in a breath. Stalking towards them were 29 Care Bears and cousins that looked exactly like the ones in Care-A-Lot. Tender Heart came up to join Brave Heart as the strange group stalked closer.

"Who are you?"

The red she bear and orange she lion smirked. "We're your undoing."


	4. The Battle! UhOh!

Upon taking the advice of ImaginaryObserver, I decided to take my time in writing this chapter. And to the oh so impatient Rock Raider, I was getting to that! I'd also like to apologize to Mega-ManX0 for not acknowledging him sooner. I got the idea for the opposites being the opposite sex from his character Loathe Heart.

All movement had stopped. The Care Bear family's attention was now completely on their look alike's. In the background the Caring Meter was beeping insistently.

Tender Heart was the first to come out of his shock. "What do you mean our undoing? Who are you? Why are you here?"

Failure Bear stepped forward and rolled her eyes, "You can't be that slow. Bleak Heart why don't you explain it to them. Better use small words."

"Using a hair from each of you, Lord No Heart and The Spirit Book cast a spell that created us, your evil opposites. Our mission is to prevent you from spreading love and caring through the world."

A moment of silence was followed by howls of laughter. Swift Heart, Cozy Heart, Treat Heart, and Good Luck had fallen to the ground laughing. Their family watched them as if they'd been possessed. Selfish Bear grabbed Swift Heart by her ears pulling her to her feet. "What's so funny?"

She stopped laughing long enough to kick him in the stomach and hop backwards. "You make it sound so easy."

"If that were true No Heart would have gotten rid of us long ago." Cozy Heart whistled.

"Oh but things are different now because," Gloom Bear stared Cheer.

"Hey what's happening." The others watched as Cheer shrank to the size of a human hand and turned into a pink crystal. "We can do that."

"Cheer!" Snarling Champ flung himself at Gloom and the battle was on. Grams, True Heart, and Noble Heart formed a protective triangle around Hugs and Tugs as Liar Heart, Crone, and Dishonor Heart advanced on them. Good Luck had gone to help Gentle Heart with Tough Heart, Tender Heart was protecting Love-A-Lot, Wish found herself facing Resent, and Bedtime, for once awake, was watching Nightmare as she circled him like a vulture

"Don't worry Bedtime, soon you'll sleep forever." She lunged at him, knocking him onto his back. Quickly, or as quickly as he can move. He rolled away from her next attack and stared her. Nightmare barely flinched. "Our stares don't work on them!" He returned his attention to Nightmare and felt his heart sink. Her symbol was revved up, he had lost. Bedtime closed his eyes as Nightmare's stare hit him. She picked up the blue crystal and placed it next to Cheer

A roar of fury split the air as Brave Heart and Harmony both were converted into crystals.

Lotsa Heart and Slight Heart were locked trunk in trunk doing battle like elephants in the wild.

Playful Heart was racing around, trying to find something to swing up into when he saw Funshine about to be stared. Singing out his monkey cry he flew through the air and into Boredom's back. He went face down into the clouds. "Come on Funshine, we have to g..." Strict Heart had been following Playful Heart and took this opportunity to stare him. "Playful Heart! No." Before she could avenge him, Boredom had recovered and stared her.

Things were definitely starting to look bad for the Care Bears and Cousins. The Triangle had been successful so far in thwarting attacks but they had watched as their family members were turned into the crystals that were now piled up on the edge of Care-A-Lot. Noble Heart wanted to run when he heard Lotsa Heart trumpet his defeat but he had to protect the cubs and True Heart. Glancing around the battles, he felt a slight twinge of hope when he saw how good Swift Heart and Grumpy were doing at keeping their opposites at bay. He also saw two green crystals join the pile and knew they were Gentle Heart and Good Luck.

True Heart got an idea as she saw Tender Heart and Champ slowly being forced back. "Care Bears and Cousins, retreat to the Hall of Hearts."

Swift Heart grabbed Grumpy and dashed to the heart shaped building. On the way she grabbed Hugs, and Grumpy grabbed Tugs. Once they were safely inside, she zipped back out to get Birthday and Share, who were the farthest away.

"Swift Heart, lookout." Glancing over her shoulder, she saw Delay Heart running after her and catching up. "Hang on!" Running even faster she made it to the Hall of Hearts and dropped the two bears off. Her opposite was closing in fast. "Quick close the doors, I'll distract him." Before anyone could stop her, she had gone back outside and was being followed closely by Delay Heart.

"Don't you dare close the doors. Not until Swift Heart is back in." Grumpy stood in front of the others arms spread out.

"We don't want to either but it will be good for everyone."

Grumpy gave him a death glare, "Not until Swift Heart is back in." Tender Heart froze. He'd never heard that tone of coldness in Grumpy's voice before.

Swift Heart looked back at the Hall of Hearts and saw Grumpy keeping the doors open. She knew that she had to do this to save her family. She was far enough ahead of the opposites to be able to stop for a moment. She sent a stare at Grumpy knocking him out of the way. "Close the doors! Now!" Tears filled her eyes as she saw Grumpy looked at her, shocked. "I love you. Always will." As soon as the doors closed she made a heart with wings lock that kept them closed.

Right before the opposites had grabbed her, she dashed off again. "Just hold still and make this easy on yourself." "Yeah right." He grinned. "Fine. I love a challenge." Swift Heart circled the Hall of Hearts, plugging up the windows with her symbol. She could hear arguing inside and knew they'd have to do something about Grumpy and Tender Heart. A stare whizzed past her. She turned around and saw Delay Hearts symbol still glowing, ready to fire again. Remembering a move Fauna had taught her, she doubled back and headed straight for him. "Stupid doe (A/N: what female rabbits are called. I learned that in Watership Down.). Now I have a straight shot at you." Swift Heart smirked and slid into Delay Hearts feet knocking him head over heels. "Guess again dimwit." She was starting to get cocky which meant she wasn't paying attention to where she was going. "Gotchya." Arrogant Heart and Sour Heart pounced on her, tackling her to the ground.

"How could she do that to me! How?" Grumpy was furious and hurt at the same time. He'd tried to open the door but Swift Hearts lock held firm. At that moment she started to plug up the windows. "What's she doing?"

True Heart put her paw on his shoulder, "She's protecting those she loves. It's what she knows is right." Grumpy shrugged away and headed up to the attic.

"Where are you going." "Out through the attic." "You can't. It's too dangerous." "Quiet Tender Heart. I'm going to get out there and save her."

Upon reaching the attic, he threw things away from the small window. In the end, he was only able to clear enough to be able to see out, not fit through. Anxiously he peered out and saw Swift Heart slide into Delay Heart. Her moment of triumph ended when Treat Hearts and Proud Hearts opposites tackled her. They each grabbed one of her arms and hoisted her to her feet.

"That was quite a challenge you gave us. Now we have to waste time and figure out how to get at your friends." Swift Heart smirked at him. "I'm sorry to have been such an inconvenience to you." Scowling, Delay Heart backed up about 3 feet and got his symbol going. Swift Hearts eyes never left his as he let loose a beam of light.

"SWIFT!"

The opposites holding her backed away as she shrunk.

After screaming, Grumpy watched as Delay Heart picked up the crystal that was his girlfriend and placed it with the others. He sank to the dusty floor of the attic and just sat there, starring blankly at the wall.

"He's been up there a long time. Do you think he got out?" Tender Heart gripped Love-A-Lots paw. "I don't know. But I hope he's not doing anything stupid."

"I'm scared Grams. What if the bad us's get in here?"

"They wont Baby Hugs. Swift Heart made sure of that."

True Heart and Noble Heart did a quick head count to see who was still around. Of the Cousins, only Cozy Heart, Loyal Heart, and Proud Heart remained. Hugs, Tugs, Grams, Champ, Tender Heart, Love-A-Lot, Share, Birthday, and Grumpy were the Care Bears still there. "I can't believe this is happening Noble Heart." He gripped her paw and kissed her cheek. "We'll get through this. All we need is to..."

"Duck!" The door to the Hall of Hearts flew off it's hinges and towards the Care Bears. Loyal Heart shoved Proud Heart and Cozy Heart to the floor and stayed hunched over them. Grams stared up a shield to protect herself and the cubs from the flying wood. Birthday and Share dove under the heart shaped table, grabbing each others paws in the process.

"It's over Care Bears. You've lost." Crone, Punch, Crunch, Failure, Mean Heart, Hate-A-Ton, selfish, Death Day, Frigid Heart, Arrogant Heart, Betray Heart, Liar Heart, and Dishonor Heart lined up and stared their do-gooding opposites.

After counting the crystals they had just acquired with the one's from earlier. "We're still short one."

Careless smirked. "I know where he is." She walked back into the Hall of Hearts and up the Back stairs. Grumpy was still sitting on the floor, starring at the wall. Only now there were tear tracks through the dust that had settled on his fur from moving the boxes and junk. "Your done Care Bear. You're the last of your family left. What do you have to say to that?"

"Just get it over with. I don't care anymore." Careless was slightly taken aback by this last part. Grumpy turned haunted eyes upon her, "Well, go ahead." Careless stared him then picked up his crystal and went downstairs. Joining her fellows, she threw the blue crystal on top of the others.

"Great work. Let's get these back to No Heart so he can destroy them."

An angry whinny sounded and the next thing the opposites knew, an appaloosa pegasus was flying down at them. "Get away from them!" Fauna landed in front of the pile of crystals ears back, eyes and symbol glowing gold.

They in turn got their symbols going. "Your going to undo whatever you did to my family and return to No Heart or else I'll make you regret ever setting foot in Care-A-Lot."

"Yeah right. We finally did what Lord No Heart always wanted to, and some annoying winged rat isn't going to ruin that for us. No!" Fauna flapped her wings sending the crystals plummeting to the world below. "Tell No Heart that as long as I'm around, he'll never win." Fauna blinded the opposites momentarily with her symbol before diving off the clouds and flying home.

"What do we do now Dishonor Heart?"

"We go back to No Heart and tell him our mission has been completed. No one but us knows how to undo the crystal working so we have nothing to worry about." They conjured up black cloud mobiles and drove to No Hearts castle.

"Have you done what I asked?" They nodded. "The Care Bears are no more."

No Heart summoned Beastly to his throne room. "You bellowed boss?"

"Yes Beastly. The Opposites are going to be taking your place. You have until sundown to be gone from this castle before I throw you into the lightning pit."

"Bbubububububububuutttttt No Heart..."

"GET OUT YOU IDIOT!" Beastly fled from the room shrieking like a girl. He couldn't believe it. After all his years of sidekick service he was getting the pink slip. If it weren't for him digging up that Spirit book in the first place, No Heart wouldn't even have the opposites. He was the one who had gone to the arctic cap and dug through the ice and snow to get to it. And he never got so much as a thank you. Beastly vowed then and there to get revenge on No Heart by any means necessary.

No Heart sat on his throne, "I've finally done it. They're gone."

A green feminine hand came out of the shadows behind the throne to grip hi shoulder. A green skinned women in a blood red dress with long snake-like purple hair and venom green and yellow eyes joined No Heart. "Now we can rule the world together." "Yes Spirit Book. We can make the world a land of hatred and darkness." "Not Spirit Book anymore. Just Spirit." The castle echoed with the evil duos laughter. What was in store for the world with no Care Bears to protect it?


	5. Welcome to Malevolance

Thanks to Rock Raider for your suggestion. Here's the next chapter.

Malevolence was once known as the planet Earth. That is until 30 years ago. No Heart had finally defeated the ones assigned to prevent the Earth from falling into the hands of evil and hatred. And once he had them out of the way, he didn't stop till all their allies were gone. Well almost all of them...

Fauna Greywolf snuck through the shadows in, her human form, of the buildings that had once been Washington D.C. and was now No Hearttropolis. She scowled up at the large sky scrapers that blocked the horizon, and the evil shadows lurking on the streets. Even from this far away she could hear the oxygen pump that provided the city and it's suburbs with O2. No Heart had gotten rid of all things green and colorful. No flowers, trees, bushes, vines, fruit, not even grass. Malevolence was a dark dreary planet. Even if plants were still around, sunlight could no longer penetrate the thick purple clouds that made up the planets atmosphere.

"Fauna come in. How's it going?"

She put her hand over the communicator in her ear. "So far so good Perfect. I'm just waiting for the area to clear so I can get inside."

On that day so many years ago, Fauna had flown home to Pegasus Falls and told Blue what had happened to the Care Bears. Together, they'd flown to the hidden valley to protect the Panda's before No Heart got to them. What they didn't know was No Heart thought all the Care Bears were in Care-A-Lot when the Opposites attacked. He'd used the opportunity of Fauna and Blue's absence to wipe out all the pegasis. Fauna and Blue had been flying back when they felt the destruction of their home. They tried to make it back in time to at least save some of their friends and family but they were too late. The once beautiful Pegasus Falls was now a charred wasteland. They like the Pandas, were the only two who had survived.

Finally the shadows floated away down the street. Fauna waited a few more seconds before venturing out of the darkness. The Museum of Earth loomed across the street, it's dark windows and towering wings over powering it's side of the street. Turning into a crow, Fauna flew to the roof and stopped for a moment. "Okay I'm on the roof. Now tell me again, which floor is it on?"

She heard paper's rustling through her earpiece. "Polite, where are the schematics? Oh wait here they are." Rolling here eyes, she waited for the panda cousin to tell her where to go. "Okay it's the east gallery on the 4th floor. There are laser alarms as well as shadow guards. Are you sure you can do this?"

"Don't worry. It's a walk in the park." A quiet voice responded, "Yeah Jurassic Park." "Tell Blue I heard that." Opening the skylight, she turned into a swallow and flew into the dark museum. When she reached the fourth floor, she turned into a spider and began to crawl along the walls, heading for the east gallery. Four times she had to hide behind or in something when shadows passed by. When she finally reached the gallery, she did a quick look around before regaining her human form. In a case on the opposite side of the room sat a blue crystal on a satin purple pillow. Fauna walked up to the case and knelt so her eyes were on level with it. Using her symbol, she cut a whole in the glass just large enough for the crystal to fit through. Holding it up, she took a flashlight out of her pocket and shined the light through the back of the gem and onto the wall. After a few seconds, a rain cloud with raindrops and hearts falling from it became visible on the white plaster. Fauna grinned, "I've found him Perfect. I'm coming out." Pocketing the gem she turned to go and froze. On the wall near the case was a sign that read "No Hearts Vanquished Enemies." It showed pictures of the Care Bears and Cousins before they knew their lives were in danger. It also showed a few scattered pictures of the pegasis.

"Is everything okay Fauna? Fauna? Hello!" She ignored him and continued to stare at the pictures, here rage building. No Heart had taken her whole life away, and the lives of her friends. He was going to pay deeply for all he'd done. Balling her hand into a fist she shot out and struck one of the pictures with No Heart losing to the Care Bears. The glass shattered cutting into her fist. An alarm sounded but by the time the shadows arrived, Fauna was long gone.

"What happened. We thought we'd lost you." She tossed the crystal to Perfect who was barely able to catch it.

"Nothing. I just saw something. It's Grumpy by the way." She pointed, indicating the crystal. He nodded and went off to his section of their sewer hideout. "Let Polite bandage your hand. The last thing we need is you dying of blood loss." Fauna watched as Perfect put the crystal on his table and begin to flip through a book. "Let me know if you find anything or need help." She got up and went in search of Polite.

The four of them, plus an unexpected ally, had spent the last 30 years trying to find the Care Bear Family crystals. When Fauna knocked them off the clouds of Care-A-Lot, they had scattered all over the Earth. The search was hard because they never asked others for help, afraid word would somehow get to No Heart and he would ruin everything. But again, they over estimated No Heart and Spirit's mental capacity. No Heart assumed that the Opposite's had destroyed the Care Bears. He knew nothing about the crystals or the fact that they were lost. Whenever they came close to finding one of the Care Bears, the Opposite's would show up and Fauna and her team would have to retreat. Finally they'd been able to successfully get a crystal and were now going to try and find a way to reverse the effects.

Polite looked up from her photo album as Fauna entered her "room". "What did you do to yourself now?" She showed the female panda her hand, still slowly dripping blood. Shaking her head Polite got down the first aid kit and began to clean Fauna's cuts. "I take it your mission was a success."

"Yeah. We were wrong though. The crystal wasn't Bedtime. It was Grumpy."

Polite's head snapped up. "Are you okay?"

Fauna nodded and grinned, "I'll be better once we figure out how to free him." Glancing over at the photo album, Fauna saw it was open to a page with pictures fro when Perfect and Polite were initiated into the Care Bear family. One of them showed Good Luck giving Polite a little peck on the cheek.

Polite saw what she was looking at blushed. "I can't help it. I miss him." Fauna was about to respond when they heard feet coming up tunnel 4. Getting to their feet, the two slowly made their way to the main area. The intruder was getting closer, almost at the mouth of the tunnel. Fauna and Polite both got there symbols going when Beastly tumbled out.

"Don't do that. You scared us."

"Well excuse me for living. I got us more supplies and another book to help Perfect."

Beastly had grabbed the book that used to house Spirit before he'd left No Hearts castle. They'd found the spell that created the Opposites and a section that seemed to describe their abilities but they couldn't read the ancient writing.

"Hopefully this one will be more useful then the last 7. At least this time we have a test subject."

Fauna nodded and stretched her arms above her head. "I think I'll go patrol the tunnels. Let me know if you find something." Going over to a pipe she turned into a wolf and trotted into the darkness.

Two hours later saw Fauna as a pygmy marmoset and swinging around the pipes in the sewer ceiling. Tumbling through the air she grasped onto a pipe and then hand over hand, made her way down the tunnel. Soon she would head back to the main area, after she checked one more tunnel. About to turn the corner, she heard a hawk scream before being snatched in it's talons. "What are you doing Blue?"

"You have to come back right now. Perfect did it." Fauna's eyes grew wide as she let Blue carry her back."

Upon returning to the Main Area, Fauna gained her true pegasus form and trotted up to the two Pandas. Sitting on the floor wrapped in a blanket was her godfather Grumpy Bear. He looked up startled and without another word hugged her.

I know it was semi short. I just wanna keep you guessing and hopefully I'll get more reviews this time around. Even if you absolutely hated it, let me know.


	6. A Dream is a Wish Your Heart Makes

Are you ready for this chapter? Too bad if your not. Just a note on a typo I made. At the end of the last chapter it's supposed to say, "Upon returning to the Main Area, Fauna gained her human form and trotted up to the two Pandas." Instead of her pegasus form.

_He found himself on a dark plane. Looking down, he saw he was standing on clouds. Deciding to try and figure out where he was, he strode forward. As he walked a grey light began to illuminate his surroundings, he found he was in Care-A-Lot. But something was different. Flowers and ribbons had been tied everywhere. "There you are!" Looking forward he saw Hugs and Tugs running to meet him. "Come on, everyone's ready to start_." _Each grabbing a paw they towed him towards the star-o-scope. An arch had been set up and white roses decorated it. His family was seated in white lawn chairs, each dressed in dresses and tuxes. "Why do you all look so nice?" True Heart smiled at him, "It's not everyday one of our own gets married." He gaped, "Who?" She laughed and shook her head. "You silly." Swallowing hard, he looked down and saw he was wearing a tuxedo. Slowly he walked down the aisle and stood under the arch. The Great Wishing Star shone brightly overhead. Hearing his family get to their feet, he looked back up the aisle. His bride was coming and she looked beautiful. She reached him and smiled. "Hey." He smiled back ,"Hey." They gripped each others paws and the GWS began. "Today is a significant day in the Care Bear family. For upon this day, these two will be joined in marriage. If there is anyone who objects to this union, speak now or forever hold your peace." No one said anything. Although Brave Heart had begun to cry. "Very well. Do you take her to be your wife, to love and cherish, in sickness and in health, through good times and bad, as long as you both live." "I do." The GWS turned to the bride. "And do you take him to be your husband, to love and cherish, in sickness and in health, through good times and bad, as long as you both live." "I do." "Then by the power vested in me as the Great Wishing Star_ _I now pronounce you husband and wife. You may kiss the bride." As they leaned towards each other, Share cried out. Stopping, he saw the opposites back and starting to stare his family. Only now they were 6 ft larger and meaner looking. He stepped in front of his new wife, willing to protect her at all costs. "Let me pass, I have to help them!" "No, I won't loose you again." She looked into his eyes. "I'm sorry." He fell backwards, having been stared by her yet again. "No. No, this can't happen again." He watched her leading her opposite on, watched her knock into him, watched her get caught, and then watched her..." _

"Noooooo!" Grumpy shot up in bed screaming. A moment later Fauna burst through his door, symbol glowing.

"Everything okay in here?" He was breathing fast and had the sheets clenched in his paws, "Yeah just a nightmare. Sorry if I woke you."

She grinned and sat on the bed. "You didn't, I have night shift. But even if you had, I'd understand. You've been through a horrible ordeal. You should try to sleep some more. The next couple of days are going to be long."

He nodded soberly and laid back down. Fauna started to head out of the room.

"You wouldn't have given up so easily. You would have done all you could to protect them."

Her shoulders slumped. Turning to remind him of how she had betrayed them, she saw him fast asleep. Shaking her head, she pulled the door closed. Her injured hand began to throb. Rubbing it with her other hand, she went to their mess area to make some tea. Sipping it slowly she felt her body relax. Looking around she saw she was alone. Closing her eyes, Fauna regained her true form.

Because of No Hearts changes in the world, such as the no grass policy, neither her nor Blue could survive in their regular forms. She hadn't changed back for over 6 years. It felt good to stretch her wings. Giving them a few experimental flaps, she heard Blue come up behind her. Folding her wings she turned, cringing at the lecture she knew was coming.

Blue placed his hand under her nose and kissed her forelock. "Don't worry I'm not gonna scold. I know you needed this."

She regained her human form, "I just wish I had room to fly."

Wrapping her in his arms he kissed her just under her ear. "Were going to beat him Fauna. We know how to get the Care Bears and Cousins back. No Heart and Spirit will wish they'd never heard of pegasus falls." He felt her nod and bury her head in his shoulder

"Thank God you're here with me Blue. I'd never have gotten through it without you."

His response was to hug her tighter. Blue spent the rest of Fauna's shift with her. They gathered all their belongings knowing tonight would be their last night in their lair.

At 6:00am the curfew on the city ended and cars began to rumble overhead. Perfect and Polite came out of their rooms, accepting the steaming cups of coffee from Fauna. Beastly joined them 10 minutes later. He sat down at the table, took one sip of his hot swamp water thingy, and slammed his head down on the table, snores coming from his mouth.

"Once a fur-head, always a fur-head."

"Morning Grumpy. How are you feeling?"

He sat as far away from Beastly as he could. "Better now that I'm not 5 inches tall. I'll be even greater when we get the rest of the Care Bears."

"So will we."

He turned away from the Pandas and fixed his now burning gaze on No Hearts ex-henchman. "And you? I find it hard to believe our long time enemy is looking forward to reuniting us. You were part of our, oh how did Mean Heart put it, "our undoing."

Beastly rubbed the sleep out of his eyes, "And a fat lot of good it did me. No Heart kicked me out on the curb, gave me the pink slip, bamboozled me. I mean, I was the one who got your hairs,"

Grumpy's eyes narrowed, "I got the spell ingredients,"

His paws clenched on the table, "and I was the one who brought the opposites to Care-A-Lot."

Grumpy jumped from his chair and stared Beastly, who toppled backwards to the ground. Fauna put a restraining hand on Grumpy's shoulder to prevent him from further harming Beastly. He took deep breaths trying to calm his temper.

Fauna handed him a backpack, "It's time to leave. We're going to take the sewers outside of the city. The pipes emerge on the other side of the river. We'll start our search in Dead-man's Forest. You two felt crystals there before right?"

"Yes but if you recall, the opposites patrol that place now since they saw us there."

"True brother, but we also know where the crystals are. They don't have this advantage. If Fauna or Blue distract the 2 or 3 opposites there, then we can look for the crystals."

Grumpy, calm now, cleared his throat. "How do you know where the crystals are?"

Polite pointed to her tummy symbol, "It starts to blink when a crystal is near. Yours probably will too."

"Hey! What about me!"

Blue put his hand on Beastly's shoulder. "You get to come with me and the missus to distract the sentries."

Beastly started cackling before he let what Blue said sink in. "Wait! You two aren't gonna get all lovey dovey while we wait are you?"

He smirked, "You mean like this?" He bent Fauna back and kissed her deeply. Beastly turned green the Pandas laughed, and Grumpy looked away.

When Blue released her, Fauna grabbed her pack. "Everyone ready?" They nodded and fell inline behind her. They walked for miles through dark tunnels, smelling of sewage. Their flashlights helped show them the way, but they only made the shadows around them eerier. At one point, a troop of rats scurried in front of Beastly.

He cried out, jumping a foot into the air. "Shut up Beastly. Do you want someone to hear you?"

"Who's going to hear me Polite?"

"You never know. Sewers are great places to hide stuff. Some of the gangs stash their..."

Fauna stopped. Perfect didn't notice and ran into her. "What is it."

She pointed to a purple crystal and an orange crystal bobbing towards them in the murky water.

Perfect and Polite rushed to the edge of the water and pulled them out. Grabbing their flashlights, They shined them through the crystals. After a few seconds a milkshake came out of the purple one and a cupcake shone out of the orange one.

"It's Share and Birthday. How long will it take you to change them back Perfect."

He scratched his head thinking. "Now that I actually know how to do the spell, no more then 5 minutes for each." Going over to his bag he got out the spell book and the ritual items. Placing the crystals on the sewer floor, he began to chant. Blue and Fauna felt the strange magic and began shifting nervously from foot to foot. Share's crystal began to glow. Perfect chanted faster and began to wave his hands. The crystal lifted off the ground to levitate a few inches in the air. Perfect shouted a word that caused the crystal to flare and shatter. Share Bear sat on the floor, shaking her head.

"Where am I?" While Grumpy and Polite greeted their family member, Perfect got to work on Birthday. After the same reaction from his crystal, Birthday asked the same question. Looking around he saw Share sitting next to him. A grin broke out on his face, "Hey Share. Long time no see."

She grinned at him. "Your telling me."

"I don't mean to break up this little reunion, but I'd like to get above ground as soon as possible. We can stop for lunch and fill these two in on our current situation."

The others agreed to Fauna's plan and set off again.

Enjoy. Fell free to tell me who you think they should find next cause I really don't know. All I know is who they won't find but if I tell you that it will ruin the story. Okay. Gonna stop talkin now.


	7. The Journey Begins

Sorry this took so long.

The 8 travelers emerged from underground around noon. Grumpy, Share, and Birthday took one look at the white ghostly trees, brown under brush, and dust covered ground and felt their hearts sink.

"So you weren't exaggerating. Earth is a wasteland now. No caring, no love, no happiness." Fauna nodded sadly at Birthday.

Share touched a bramble, it fell to pieces at the added weight. Tears came to her eyes, "Where are all the animals?"

Blue pointed to a red eyed flock of crows starring at them. "Those that are left have been corrupted by darkness. Most are in captivity. No Hearts private collection consists of cross breeds he created for power."

Fauna chimed in, "He sends those after me and Blue the most. But every time so far, we've been able to beat them."

Perfect came up next to Share, "The last one was a hippodile." (Hippo w/ crocodile, and yes it's possible...in my story :)).

She shook her head and wiped her eyes. Birthday placed a comforting paw on her shoulder and gave it a squeeze. "We're going to find the others Share. Then we'll fix all this."

"I sure hope your right Birthday," said Grumpy.

They reached a clearing and collapsed in the middle. Share and Birthday were panting, Grumpy was sweating. 30 years of immobility and then 4 hours of walking were not a good combination. Sandwiches, water, and chips emerged from packs and were passed around. Beastly and Fauna stayed towards the trees, talking. Grumpy watched them like a hawk, still untrustworthy of Beastly. The two separated, Beastly to join the others, and Fauna into the skeletal trees. "Where's she going?"

"She said something about asking the crows if they've seen any shiny things lying around." Not noticing the looks the Care Bears were giving him, he greedily bit into a ham and cheese sandwich.

"But, I thought you said the crows were overcome with darkness."

Blue nodded, "They are."

"So why would they help us?"

Perfect grinned at Birthday, "Lets just say Fauna has gotten very persuasive in the time you've been gone."

it was then a raucous caw followed by a primal growl echoed through the surrounding trees. All eyes turned to where Fauna had disappeared. The body of a crow came flying at them. It plopped to the ground and rolled. Upon closer inspection, it was found one of it's wings had been ripped off.

Fauna returned and immediately went to her pack. "We have to move. Now." Straightening, a towel in hand, the others saw blood around her mouth. She wiped it off, "The crows saw a shiny crystal 6 yards east from here. They also saw nightmare and Betray Heart Dog patrolling the area. What?"

Polite pointed to the crow, "Was that really necessary?"

"Hey I left the head on this time. And when a crow says they don't know anything it usually means they do."

"Is that what all that ruckus was about?"

after all the food was packed, Fauna lead them to where the crows said the crystals would be. And sure enough, there were 2 opposites waiting for them. As it was decided in the tunnels, Fauna, Blue and Beastly would distract the opposites while the Care Bears got the crystals.

The two opposites were just dozing off when Beastly burst into their midst. "Hurry, it's Fauna and Blue. They're after the crystals."

Betray Heart hesitated. "Why are you telling us this?"

"Just cause, now hurry." They dashed off in the direction he pointed. Beastly cackled, "And No Heart said I was stupid." Running after Betray Heart and Nightmare, he tripped over a tree root.

Perfect, Polite, Grumpy, Birthday, and Share cautiously approached the crystals. One was purple, the other pale green. Share and Grumpy each grabbed a crystal and the group started to retreat.

"Where do you think you're going?" Arrogant Heart Cat dropped out of the nearest tree. He smiled evilly and pounced on Polite.

Meanwhile, Fauna and Blue were leading the opposites as far away from the crystals as they could. Beastly was trying to keep up but he kept tripping on stuff, mostly his own feet.

Betray Heart had been following Fauna up until she suddenly disappeared. The female dog stopped and sniffed the air, but Fauna's scent was gone too. Fauna watched as Loyal Hearts opposite became more and more frustrated. Fauna had morphed into a lynx. The grey fur of this form allowed her to blend in perfectly with the dead trees and ashen underbrush. Quietly, she snuck behind Betray Heart, crouching as she went. When she was directly behind the opposite, she propelled herself forward. Betray Heart felt something knock into her head, which brought on a sharp stinging pain. The lynx landed in front of her and growled, taunting her to follow it. She did, "When I get my paws on you, you'll be nothing but a rug for Lord No Heart and Spirit's throne room.

Blue had gotten rid of Nightmare awhile ago and was heading back to the rendezvous point. Hearing raised voices, he quickened his pace. When he arrived, Grumpy and Perfect had Arrogant Heart pinned on the ground. Both were bleeding from scratch marks on their arms.

Blue hurried over to them and picked up Arrogant Heart by the scruff of his neck. The cat began to meow viciously and swipe at Blue. "What should we do with him?"

Beastly finally arrived and went to his pack. Taking out a length of rope, they tied Arrogant Heart to the tree trunk.

Fauna arrived shortly after they finished, carrying an unconscious Betray Heart. "Where did Arrogant Heart come from?"

"He ambushed us when we got the crystals. After he jumped on Polite, me and Grumpy held him off till Blue arrived."

Fauna threw the dog next to the cat. "Lets get out of here before Nightmare returns. Do we know who the crystals are yet?"

Birthday walked next to her. "We're pretty sure the green one is Gentle Heart. The purple one, we don't know yet."

They got clear of Dead-mans forest before stopping to check the crystals. The green one was indeed Gentle Heart, and the purple turned out to be Cozy Heart. This time, Birthday performed the ritual on Cozy Heart while Perfect changed Gentle Heart. Cozy Heart rubbed her back, "What happened. The last thing I remember was Proud Heart and me on the floor and Loyal Heart growling at our..." She saw Beastly and shoved a flipper in her beak to keep from making anymore noise. "What's he doing here?"

"And where is here?" Bleated Gentle Heart.

"It's been 30 years since that day. Beastly's one of the good guys now, and your on planet Malevolence. It used to be Earth, but as you can see No Heart changed it. People no longer care. They are nothing more then No Hearts slaves."

Cozy Heart hung her head, shaking it. "What's our next move?"

"I think we should split up. There are too many of us now and a large group is sure to attract No Hearts attention."

"Grumpy has a point. What do you all think?" It was decided they would split in the morning. One group consisting of Fauna, Grumpy, Cozy Heart, Gentle Heart, and Beastly would head to the south. Blue, Share, Birthday, Perfect, and Polite would go north. They found a safe camping spot in and abandoned water treatment plant 3 miles east of Dead-mans Wood. After the sleeping arrangements were made, Grumpy and Polite volunteered for the first watch. Fauna and Blue curled up together under a metal staircase. Blue's arm immediately snaked over Fauna puling her close to him.

"How was their wedding?" Polite stared at him, "Pardon?"

"Their wedding. How was it?"

"They didn't get married Grumpy. Fauna wanted to wait till she freed everyone."

He gaped, "You mean they've been engaged for 30 years!"

"That's almost what I said when she said she wanted to wait. I told her 'You don't know how long it will be or if we ever free them.' And she told me, 'Me and Blue are immortal, we have all eternity to be together.'"

Grumpy looked over at his goddaughter. "That sounds like her. So, what were you and Perfect doing all this time."

"Nothing really. We had to move a lot so No Heart wouldn't find us. We were able to locate 10 other crystals then the 5 we've already found. But we know what color they are and only who some of them are."

"What color were they?"

"3 were orange, 2 oink, 1 red so we know it was Tender Heart, and 2 purple."

Grumpy counted on his fingers, "That's only 8. What color were the other 2?"

"One was green so it has to be Good Luck," He couldn't miss the excitement in her voice, "and the other one was light blue, so it's either Tugs, Loyal Heart, or"

"Swift Heart."

She nodded. "When we found his crystal, I was thrilled . But I wasn't thinking clearly. All I wanted was to get him away from those horrid creatures. They almost got us that day. I just miss him so much."

"Hey your preachin to the choir." She smiled at him.

They talked for another 4 hours before Birthday and Perfect relieved them. Grumpy lay down between Cozy Heart and Share and fell asleep.

The next morning, the two groups said their goodbyes. Blue was less then happy about being separated from Fauna. But he also knew that each group needed someone who's powers could effect the opposites. He took Fauna in his arms, hugging her tight. Tears gathered in her eyes as she hugged him back. "This isn't goodbye. You only say goodbye if your going away for ever." She gave him a wet smile before kissing him. Hugging her one more time, he released her to walk to her group.

"Remember to keep your communicators handy. We'll check in every 5 days." The groups left the plant in separate directions. Fauna was very quiet for the first couple of hours.

"So where exactly are we gonna start lookin?"

"I was reading about a spell we, well you 3 can perform to find a crystal. You hold hands." The Care Bears and Cousins moved to obey. "And chant_ We are looking for those we have lost. Into darkness they have been tossed. Light of good please show us the way. So we may find our friends this day!" _The 3 in the triangle repeated it. Their tummy symbols began to glow and each emitted an emblem. The emblems merged together to form a giant globe of light. The globe showed a blue crystal. "Where?" The globe view widened to show a street with broken lamps that looked like fish. "He's in Wilmington North Carolina. The triangle disbanded and headed for NC. After walking for about 3 hours, they found two abandoned hover bikes. These run on nuclear power so they never die or need replenishing. Fauna climbed on one with grumpy while Beastly, Cozy Heart, and Gentle Heart climbed on the other. Once everyone was settled, they hit the road.


	8. Beer and the Big Apple

Well we all knew this was gonna happen eventually. Read on to see what I'm talking about. Warning. This chapter contains drunkenness and mild swearing.

Over the years No Heart had become even more powerful and evil. He still wore the same hood and robe but he was less scrawny then he used to be. He wore a black crown around his hood and a whole necklace of magical pendants instead of one. Right now the Lord of Malevolence was sitting on his throne looking into his all seeing cauldron. His long green fingers were dug deep into the stone of the throne as his eyes began to glow brightly. He had seen Grumpy, Cozy Heart, and Gentle Heart performing the locator spell while Fauna and Beastly watched. Taking deep heaving breaths No Heart summoned Mean Heart Bear and Scary Heart Lion to his throne room.

"You called my lord?"

"Yes. I would like you to tell me exactly how you got rid of the Care Bears and Cousins. Word for word."

The two Opposites gulped, "Well...uh...lemme think. It was so long ago and uhhh," No Heart narrowed his eyes at Mean Heart.

Getting up from his throne he picked the two up and carried them over to his cauldron, "WHATEVER IT WAS YOU DID IT DIDN'T WORK! THE CARE BEARS ARE STILL ALIVE AND THEY'RE TRYING TO GET THE OTHERS BACK AS WELL! SO YOU'D BETTER TRY AGAIN AND THIS TIME I WANT THEM DESTROYED." He bellowed while throwing them against the opposite wall. "If you fail me again, I'll feed you to the animals in my collection."

They got to their feet and brushed themselves off, "We understand Lord No Heart. We shall not fail you again." Quickly, they ran from the room.

No Heart however was no were near done being angry. He was zapping things left and right, throwing any heavy object within his reach, and in quite a colorful vocabulary, he was cursing out the Care Bears.

"No Heart what is the matter with you!" He looked to the entranceway and saw Spirit, his queen.

"Those idiot creations of yours screwed everything up. They lied to me. They never destroyed the Care Bears. They merely turned them into crystals and hoped no one would be able to reverse it. That's why I'm screaming and carrying on like this. ANY OTHER STUPID QUESTIONS!"

"What do you mean my creations. You're the one who cast the spell in the first place. And if your going to be any louder then I suggest you go somewhere else. The prince will never get his rest if you don't keep quiet."

At the mention of his son ( a/n: yes I said son) No Heart began to calm down. He was the only thing No Heart really "insert c word here" about. He was his little Prince of Darkness and would someday rule Malevolence. "All right I'll calm down. But if those Opposites fail me again..." He'd didn't finish the sentence, leaving the consequence up to the imagination.

"Blue, I think we're lost."

"We've been lost since we separated from Fauna and the others. We have to get to New York, that's where we saw those three orange crystals right?"

"I think so. Or...they might have been in Chicago, or somewhere in Europe. As a matter of fact, I don't remember."

Blue smacked himself on the forehead, "Great. Just great. Okay, well I'm pretty sure we need to head to New York. The roads are still in place so all we have to do is find the one that heads to New York."

Polite scowled, "But how are we going to get there. We don't have a car."

Blue thought on that. "Well I could try and fly us there, but my flight skills are really rusty. I've only been able to fly in the sewers and only then as small birds."

Birthday's face lit up. "Man do I feel stupid." Looking around he revved up his tummy symbol and produced a cloud mobile. The others grinned as he conjured a second one.

"I forgot about the cloud mobiles. But won't they draw unwanted attention?" He looked at Share, realizing what she meant. After thinking on this, Polite came up with their solution.

"We could paint them purple so they matched the clouds and fly really close to them. That way, any one looking at us from below will think it's just the clouds moving. Blue nodded, "Good idea. I'll go "get" (aka steal) us some paint."

It took Blue 3 hours before he had "gotten" enough paint to cover the cloud mobiles. As an extra precaution, they used the extra paint to cover themselves. Now they could camouflage perfectly with the clouds and no one would see them. They split into two groups to ride in the cloud mobiles. Making sure no one was around to see them take off, they lifted into the air and headed for New York.

4 hours later...

"Are we there yet?"

"No"

"Are we there yet?"

"No"

"Are we there yet?"

"Yes"

"Really?"

"No! Believe me Birthday, when we get there I'll let you know."

The orange Care Bear huffed and sunk deeper into his seat. Share giggled at the pout he was wearing on his face.

"You look so cute when you pout."

"Cuter then Loyal Heart when he gets the puppy dog eyes?"

"Sorry, but nothing is cuter then that." With that said, Birthday pouted even harder, causing Share to giggle more.

Blue was glad that everyone's spirits were lifting. It would make their job easier. Looking over the side of the car, he saw a sign hat said 20 miles to New York City. "We're almost there guys. When we arrive, we'll have to wait for the curfew to start before we can start looking for the crystals. And I'm warning you, there are probably going to be a lot more shadows and Opposites around."

When the group arrived in the city, they drove to what used to be Central Park, and hid under one of the bridges. When 6 o'clock came around, a giant horn sounded. The few humans on the street quickly ran into their houses.

"Why are they in such a hurry?"

"Anyone caught breaking the curfew is tortured to death. No Heart doesn't want to give anyone a chance to overthrow him." They waited for about 30 minutes after the horn sounded before leaving the park. While walking up 5th avenue, the Care Bears tummy symbols began to blink.

"We're close. Where do you think they are?" Blue pointed to the building in front of them. "On top of that."

The Care Bears looked up and up and up to the very top of the Empire State building. "And just how are we supposed to get up there?"

"Easy Share Bear. We'll take the elevator on the inside."

"Umm...small hitch in the plan Blue," Perfect pulled on the doors, "the doors are locked."

He looked at the top of the building again. "Does anyone see any shadows around?" They group looked all around them. "None, why?"

Blue shifted into a pegasus, "Because I'm gonna fly Birthday and Perfect to the top."

"I thought you said your flight skills were rusty."

"They are, but I don't see any other option do you?"

No one answered him. "Alright then, hop on. Polite, you and Share keep a lookout down her and tell us through the communicators if any one is coming." They nodded and moved into the dark alley across the street.

Blue flapped his wings and started to rise in the air, clumsily at first but soon he was flying smoothly. Perfect and birthday were holding on tight, eyes shut. After what felt like an eternity, but was only about a minute, Blue landed on the observation platform. The two Care Bears slid to the floor, knees wobbling. "See, that wasn't so bad."

"Except for the part where you almost hit the gargoyle!" He rolled his eyes and shifted back into a human. The crystal was laying on the floor a few feet away from them. The trio looked around for any signs of a trap or ambush, but they saw none. "They must not know about this crystal yet."

Birthday picked it up and shined the flashlight through the light yellowish orange crystal. A trophy with a little heart on it appeared. "Ding ding ding, we have a Champ Bear."

"Great, lets get back to the girls and try and find the other two."

Blue shifted back into a pegasus and the Care Bears climbed on. Running off the platform he dived towards the ground.

"Spread your wings."

Blue ignored him.

"Spread your wings!"

He continued to ignore him.

"SPREAD YOUR STUPID WINGS!"

Blue casually spread his wings and slowly descended the last 13 ft to the ground. "Chill out. I knew what I was doing. Besides, free falling is fun."

Birthday glared at him and fell to the ground breathing hard. Perfect laughed at his reaction. Share and Polite came up to them. "Next time, you two get to fly with the maniac."

"Oh don't be such a drama king Birthday, it looked like fun."

Mumbling under his breath, he got to his feet and the group set out to look for the next crystal. The group headed west along 33rd street towards Madison Square Gardens. The stage was gone, only to be replaced by the city's oxygen machine. Shadows were floating around, checking everything around them. Sitting on top of the machine was 4 Opposites, Bad Luck Bear, Resent Bear, Sour Heart Pig, and Tough Heart Lamb. They were each holding a paper bag molded around a bottle. They were swaying back and forth and shouting obscene things at each other.

"They're drunk."

As they watched, Resent Bear said something to Tough Heart that made him frown. "Nuhuh...yur the hiccup stupidddidddest member of the team." He responded, speech slurred by the excessive amounts of alcohol in his system. Getting to his feet, he took a swing at Resent. Missing, the momentum sent him flying off the machine and to the ground. Resent jumped on top of him and the two continued to fight. Bad Luck and Sour Heart watched the feud as they finished off what was left in their bottles.

"This is gonna be a piece of cake. They're too drunk to do anything. We just gotta find the crystal and watch the shadows. Looking around, they saw the something small and orange near where the restaurants used to be surrounding the stage. Share and Polite volunteered to get this one. They quietly snuck around the Opposites heading for the crystal. When they were halfway there a drunken voice called out, "Selfish? Wha r yooouuuu doin down here? An why are you more purplishy then nooooorrrrmaaaaalll?"

Share realized Sour Heart thought she was her opposite. "You get the crystal, I'll distract them."

Polite nodded and continued on. Clearing her throat, Share made herself sound male. "I came to get the crystal, we have word Fauna and her gang are on there way over here to get it. And Lord No Heart tried a new spell on me."

He looked at her stupidly, "Oh. Carry on. Weeeee'rrrreeeee hhhhhhhaaaaaavvvvin too much fun to deal with that wench anyway. Say pull up a bottle and join us." He started to sway, "All 7 of ya." His eyes rolled back and he fell to the floor.

Share rolled her eyes, "Men." Polite came up to her triumphantly holding the crystal. "It's Brave Heart."

"Awesome. One more and we can go back to the cloud mobiles and bring them back to normal."

"Who do you think the last orange one is? I think it's Playful Heart."

"I think it's Secret."

The girls rejoined the boys and together they headed towards Rockefeller Center. It was close to 9 o'clock before they arrived. The once beautiful place was a trash dump. The place where they used to stand the Christmas tree was no more, all the benches were broken, and the street in front was chipped and dusty.

"Why does it look like no one has been here in ages?" Birthday asked. The small party looked around, trying to find the crystal. A rustle and scraping was herd from around the corner. The noise caused the hairs to stand up on the back of Blue's neck. He stared wide eyed at the shadows where the noise had come from.

"The crystals in there, and so is one of No Heart's creatures." The pandas gulped.

The creature Blue had sensed emerged into the light. It had the head of a red panda but larger, body of a lion, tail of a raccoon, and back legs like a birds. It's shoulder reached 4 feet high, it's teeth were like small daggers. Blue shifted into a grizzly bear. "You guys get the crystal, I can take care of this thing." The Care Bears ran as a squeal sounded from the creature. Blue charged it and knocked it backwards using his strong paws. Getting back to it's feet, it focused it's full attention on Blue. Rearing onto his hind legs, Blue showed the creature his full height of 8 ft. The creature crouched lower to the ground and hissed at him. Propelling itself forward, the thing latched it's jaws onto his chest. Roaring, Blue swatted him with his paws until it let go. Shifting into a panther, blood began to flow from his wounds as he waited for the next attack.

Perfect was the first to reach the crystal in the back of the creatures lair. On the way in, they had found bones that looked like they belonged to both humans and other animals. "Well now we know why it looks like no one has come here in awhile."

The others nodded as Share picked up the crystal. Birthday held the flashlight up and shined the light through. Proud Hearts pink star shone through onto the floor.

"Okay, we were both wrong. Now let's hurry and get out of here. This place gives me the creeps."

An angry squeal sounded from outside followed by a roar. The Care Bear's rushed back out of the lair to see Blue's panther jaws and claws hooked around the creatures neck. It in turn was scratching up his underside with it's hind talons. Both were bleeding, although the creature more so.

"Come on, we need to help him." They formed a line, "Care Bears, countdown..."

"4,3,2,1 stare!" Their stare hit the creature in the side of it's massive head, blinding him. It stopped trying to tear up Blue, allowing him to shift into a large boa constrictor. Wrapping himself around it's neck, he began to cut off it' air supply. When it started to thrash around, he squeezed his coils even harder. An audible snap emitted from the things neck before it's body went limp head resting at an odd angle. Blue slithered away from the dead creature before regaining his human form. "Hurry, we need to get back to the cloud mobiles. I can rest once we're underway again." Wincing, he started to walk off in the direction of Central Park. After taking about 10 steps, he felt Birthday and Polite come up on either side of him to support him. A flock of crows watched the small party move off before going to feed on No Hearts dead creation.

So, what did ya all think? It's one of the more longer chapters I think. I hope it's good, I wrote it late at night while watching season 1 of Inuyasha. Please review if you liked it. And tell me what I'm doing wrong if you didn't.


	9. Flashback and Old friend

I finally updated my story. This chapter was so hard to write but I'd like to thank Rock Raider for all the help. Most of the ideas in here were his, I just put an "Esther twist" as my friend Todd would say on it. Okay enough of me yammering

Disclaimer: I think we've established by now I don't own the Care Bears, or the Cousins, or the cloud mobiles, or the sky, or the walls, or the flying monkeys, or...oh wait, there are no flying monkeys...nm!

Fauna and her team had successfully rescued Bedtime from his crystal form and were now in the Industrial district of London, England. It had been 5 days since the two groups split and they were waiting to check in with the others. The factory they were in was once used for building robots and other robotic machines. Now it was abandoned, the owners having angered Empress Shrieky, had disappeared overnight.

Fauna was on the catwalk watching the horizon darken as the daylight vanished. The curfew had started a little while ago, leaving the streets of this once bustling city deserted. Cozy Heart, Gentle Heart, Grumpy, and Bedtime were sitting on the ground floor talking about the good old days when everyone was still in Care-A-Lot.

"Remember during one of Tender Heart's briefings when Playful Heart and Funshine rigged the microphone so it sounded like he was quacking when he talked into it?" bleated Gentle Heart.

Cozy Heart chuckled, "Yeah, he yelled at them so bad and..."

Bedtime interrupted her, "They just rolled their eyes at him. I think that was one of the few meetings I was awake.

Grumpy nodded, "I think the only person who ever stayed awake for all of the meetings was Love-a-Lot and she was just doing it to be nice." The others chuckled. "If we ever see him again and get back to Car-a-Lot, I promise I will pay attention at all the briefings from now on." They nodded soberly and fell silent for a short time.

Beastly had opted to stand watch outside in order to keep away from the vengeful Care Bears. Sticking his pinky finger in his ear, he dug around with an ugly look on his face. (Well uglier then ususal.) Because of this action, and the fact he has the IQ of my favorite pen, he didn't notice the large, dark, metallic form heading into the factory towards the others.

It moved slowly down the hall, intent on reaching those harbored in the factory. Gentle Heart was the first to hear the sound of a machine coming up the hall.

"Hey, something's coming. It sounds like some type of machine."

Quickly they got to their feet and prepared to do a Care Bear stare. "Get ready to stare..." A R-110 robot came into view. "Care Bears stare!" The colored beams hit the robot head on, driving it back. Raising it's arms it waved them about shouting. "Please stop. I don't want to hurt you."

Grumpy faltered, somehow he felt like he knew this robot. He stared at the robot intently, trying to find some clue that would help him remember. "The lightning no longer shuts me off."

"Q-bot! What happened to you? Last time I saw you, you weren't any taller then me or Bright Heart."

His light strip eye blinked. "There was an accident."

_Flashback_

_Q-bot was rolling down the streets of some city on Earth, humming to himself and enjoying the nice day. Passing some of No Heart's shadows, he heard them communicating with the evil sorcerer himself. "Since Fauna and Blue have 'flown the coupe' we are going to use this opportunity to destroy Pegasus Falls_. _There is no one strong enough there to defeat me, and it's destruction will mean a great blow against that ex-assistant of mine." Q-bot started towards pegasus falls. "They are friends of Grumpy and Bright Heart, I have to warn them." As he arrived at the entrance, he was relieved to see No Heart hadn't arrived yet. Wheeling forward he started to look for a pegasus to warn. Soon he came across a black pegasus with 4 grey stockings. "Please, you must run. No Heart is coming here to destroy you. He knows Fauna and Blue are gone. You and the others have to go." The pegasus looked up, behind Q-bot. "Your too late. I'm here. And that means the end of this place. And you!" Q-bot faced the sorcerer, visibly shaking, "Go, I'll stop him." The pegasus fled as Q-Bot pulled a laser gun out of his chest compartment. He fired shot after shot at No Heart, but he was shaking so badly his aim was way off. "You can't defeat me." "But I can try." His laser gun shorted out, giving No Heart the opening he needed. Using a spell No Heart levitated the little robot to the base of Pearl Head Mountain. With his other hand, with his other hand, he loosened a boulder and brought it to hover over Q-bot. "Say goodbye, you annoying machine." The boulder fell on Q-bot, crushing his body. The pegasus had returned and seen the whole thing. Whinnying he charged at No Heart, pounding him with his hooves. Countering, No Heart zapped the pegasus with a large ball of magic. Then he threw him repeatedly against the mountain base. Letting him go, the pegasus fell like a ton of bricks and didn't get up. "This will be easier then I thought." No Heart and his shadows spread out through pegasus falls, zapping the inhabitants as they went. When that was done, they set fire to the falls burning everything. No Heart cackled in a most John Allerdyce/Pyro way as he watched it burn. "My work here is done. Let's see Fauna stop me now." _

_Fauna and Blue had sped home as fast as they could with the pandas. They'd felt something wrong, something bad happening back home. When they touched down, all that was left of their beautiful home was a charred wasteland, still smoldering. "No!" Blue started to whinny anxiously, trying to see if anyone answered. Fauna was running everywhere at once, looking for her friends. Perfect and Polite just stood there, helpless and unknowing how to comfort Fauna and Blue. Just then, Perfect heard a soft whinny coming from behind him. "Blue, over here!" The roan pegasus charged forward and saw the black and grey who had fought No Heart. "Fauna come quick. I found Thunder." Running at her top speed Fauna joined Blue. "It...was...No Heart. He...did it." Fauna's eyes began to glow. "Come on Thunder, you can make it." Blood was starting to trickle from his mouth. "The robot...the robot!" Was the last thing he said. "What did he mean, 'The robot'?" "I don't know, Blue?" He was listening to a rock. Polite leaned over to her brother, "Okay he's finally lost it." "Well wouldn't you if your home and everyone you cared about had just been destroyed." "I'm not crazy. Listen it's beeping." Fauna stared it, blowing it apart. Q-bot's wrecked body became visible. However his head was strangely undamaged. "He must of tried to stop No Heart." "Quick we have to get him a new body. Fauna?" She was starring at the charred remains of her home. "We'll make him pay. He'll pay with his own blood." Spreading their wings, they flew to the robot factory in London. Once there in a new body, provided by the scientist Dr. Finklestein (_virtual cookie if you can tell me what movie this guy is from), _Q-bot was able to relay footage of his fight with No Heart._

_End flashback_

"Since then I've been looking for crystals to give to Fauna and the pandas."

At that moment, Fauna's communicator started beeping. Jumping down from the catwalk she hurried over to the others. setting the communicator on the ground, she pressed a button, causing a holographic picture of Blue and his team to appear. They seemed to be somewhere cold because Fauna could see snow falling outside the window.

Perfect's voice began to emit from the communicators his holograms lips began to move. "How's it going guys?"

"Fine. We got Bedtime okay and" Fauna pointed over her shoulder "we met up with Q-bot."

"That's great. Look who we found." He moved aside so they could see Champ, Brave Heart, and Proud Heart.

"Hey everyone. It's so good to see you again. Are you doing okay?"

"Were doing purrrrrrrrrfectly fine now that..."

Q-bot cut in excitedly, "Oh that reminds me. I have something for you all." He opened his chest compartment and reached inside. Grumpy's, Cozy Hearts, Gentle Hearts. Bedtimes, and Fauna's symbols began to blink. When his arm emerged, he held a light blue crystal and a light purple crystal. "I found these in China a couple of months ago. The purple one is Bright Heart and the blue one is Tugs." He handed the crystals to Gentle Heart, who set them carefully on the floor. "Stand back everyone." She chanted the spell to free her friends; the others shielded their eyes as the crystals exploded.

Tugs took one look around and started to cry. "Where are Grams Bear and Hugs. I promise I'll let her ride my skate board." He choked between sobs. Gentle Heart hugged Tugs, trying to calm him down. "Maybe I should take him somewhere quieter so he won't be upset by your talking." She took him to the far corner of the room and sat down with the cub in her lap.

it was at that moment Beastly decided he'd been standing guard long enough and wandered back into the factory. He jumped about a mile in the air when he saw Q-bot and Bright Heart with the others. "When did you get here?"

"Beastly you suck as a guard. What were you doing out there, practicing your lower case letters?"

He stuck his tongue out at Perfect while Brave Heart, Proud Heart, Champ, and Bright Heart started to carry on about Beastly being on their side now.

Fauna rolled her eyes, "Are we going to go through this every time we set one of you free. Yes, Beastly is a good guy now. Deal with it! Now let's move on to more important matters, like what our next move is gonna be."

Share cleared her throat, "We're in Alaska so we'll go get the pink and purple you guys saw up here. Where are you?"

"In London at Dr. Finklestein's factory. I think we'll go after Tender Hearts crystal in Africa. I think we should split the teams up again. Two of my Care Bears and 3 of yours could go after the other purple with Q-bot."

Share briefly conferred with her teammates, "Sounds good to us. Tell them to stay in the factory after you leave, we'll meet them there."

It was decided the new team would consist of Share, Birthday, Proud Heart, Tugs, and Bedtime. They would be going after the other purple crystal in Scotland. They would all check in with each other in 5 days. After rapping up some other business, they said their goodbyes and went to sleep.

it's short I know. Please don't smite me. Don't forget 2 review! Incase some of you are confused, here's where the story stands:

Care Bears Found Team Fauna Team Blue Team Q-bot

Share Grumpy Champ Share

Birthday Cozy Heart Brave Heart Birthday

Grumpy Gentle Heart Perfect Proud Heart

Cozy Heart Beastly Polite Tugs

Gentle Heart Fauna Blue Bright Heart

Champ Q-bot

Brave Heart

Proud Heart

Bedtime

Tugs

Bright Heart


	10. All Around the World

Africa. No longer like the beautiful seranghetti in the opening of the Lion King. There are no giraffes gazing at you like your crazy, no more lions laying in the shade of some scraggly tree, and most certainly, no more sun driven heat to worry about. This, although depressing, meant the retrieval of Tender Hearts crystal would not be hindered by heat exhaustion. They had not figured that the crystal may have been moved from the last place it had been seen.

"Anything yet Fauna?" asked a tired Cozy Heart Penguin. Currently she and the rest of her troop were resting against a gnarled tree. Her flippers were busy rubbing her feet, sore from 4 hours of nonstop waddling.

When they'd arrived at the place where the original 5, Fauna, Blue, Beastly, Polite, and Perfect, had seen Tender Hearts crystal, it was gone but there were also tracks leading away. Fauna had shifted into a hyena, hoping to use the creatures awesome sense of smell to find Tender Hearts abductors. The trail had ended here, splitting into multiple directions before doubling back.

Fauna lifted her snout from the ground, "I think I'm getting close to finding the real trail. Just wait a little longer." _And stop asking me so I can figure it out sooner._ Taking a big breath in, she inhaled some dust and began to sneeze. Beastly cackled until Fauna snarled at him, showing her bone crushing teeth. Gulping, he dove to hide behind the other side of the tree.

Through all this, Gentle Heart had been starring up at the purple clouds, brow crinkled in thought. "Does anyone know what happened to Care-A-Lot and the Forest Of Feelings?"

"No Heart went back to destroy them but they were already gone. Without your love and caring to support them, they just died."

Gentle Heart's eyes began to shine with tears as she thought of her beautiful Forest of Feelings. Cozy Heart too longed to be back home, swimming in the Rainbow River. She used to spend hours spinning and twirling under the cool clear surface.

"I had a lot of unfinished experiments in my work shop. I guess they'll stay that way."

"Don't say that Bright Heart, we'll find a way to get our homes back. Hang on! Where's Grumpy?"

Looking around, the three cousins saw him sitting off a way from the them. He was busy drawing something in the dirt with a stick.

"What are you doing?" queried Bright Heart.

He didn't look up from his drawing, "Making a list." Curious to see what he was talking about the cousins moved closer to Grumpy. Scratched into the dirt were all the tummy symbols of the Care Bear family. Through some of the tummy symbols he had drawn a line. "The ones crossed out are who's been converted back. I've come to the conclusion that we still have a long way to go."

"Thank you, Mr. Pessimist. Stop looking at what we haven't accomplished and start looking at what we have. We will rescue all of our family members, and we will defeat No Heart."

Rather then responding, Grumpy broke his stick in half and stormed off towards Fauna. Sighing, Bright Heart began to rub the back of his neck. "I know, I know, I shouldn't have lost my cool."

"Yeah you shouldn't have. I think Grumpy's taking the slow progress a lot harder then we are." She pointed her flipper at the list, "Notice anyone missing?"

Bright Hearts eyes quickly scanned over the images sketched into the earth. Next to Grumpy Bears tummy symbol was a gap, large enough to hold a drawing. Bright Heart realized who it was intended for and sighed, "Swift Heart's. I forgot about that."

Just then an eerie laugh sounded from Fauna's direction, causing the fur on the back of everyone's neck to stand up. "I've got the scent, and it's still warm. We gotta hurry or we'll loose it." Getting onto the hover bikes, they followed Fauna in her hyena form. The trail of the crystal napers lead them to a deep dried up river bed. Fauna stopped, sniffing the ground again to check and make sure they were on the right track.

"Fauna look out!" Something cold, hard and wet hit her in the side of her face, toppling her to her side.

"Bulls eye. Well tossed Frigid Heart."

"Thank you Professor. It's in my blood." Standing on the opposite bank was Professor Cold Heart, Frost Bite, Frigid Heart Penguin, Dishonor Heart Horse, and Crone Bear. Frigid Heart was casually tossing another snowball up and down as he admired his good aim. Grumpy jumped off the hover bike to help Fauna stand.

Shaking her head to rid her fur of the snow, she turned her attention to the villain standing no more then 20ft away.

"Fauna Greywolf. You mean you haven't died yet?"

She pulled back her upper lip in a grin, sending chills up Frost Bites spine. "Sorry to disappoint you your Lordship, but I plan on living...forever. Ok my turn, where is Tender Heart?"

Cold Heart pointed to the bottom of the river bed. "Right there, go ahead and get him."

Bright Heart shook his head, "You must think were dumb. There's some kind of trap waiting for us down there. You get him if it's so safe."

The professor smiled, "If you insist." Sliding down the bank, he picked up the crystal with no problems. Everyone on Fauna's team winced at their stupidity. "I can't believe we fell for that."

"No matter, now we get to fight him for it." The shape-shifter leapt across the bank, only to be socked with another snowball when she was in mid air. She fell into the drive river bed.

"Care Bears stare."

"Care Cousins call." Light filled the area as the 4 members of the Care Bear family attacked.

Meanwhile in Scotland,

"I'm not going and you can't make me!" Q-bot, Share, Birthday, and Bedtime stood at the edge of Loch Ness, watching as Proud Heart talked to Tugs. The crystal was on a small man made island in the middle of the Loch. An abandoned boat had been tied to the dock, providing easy access to the island. However, one of their team members was throwing a tantrum about going into the middle of the Loch.

"Come on Proud Heart, it won't be that bad." Reassured Tugs. "Who knows, maybe we'll even see the Loch Ness Monster."

The hair on Proud Hearts back stood up. "So your telling me that if I do go on that dinky raft,"she yells while pointing at the perfectly fine motor boat, "not only will I be surrounded by water but I'll also be attacked and possibly eaten by a ferocious sea monster! No way, nu uh, not gonna happen."

"Stop being such a fraidy cat." She crossed her arms stubbornly and turned up her nose.

"Okay then, you can stay here all alone. And if any opposites come you'll have to fight them, all alone. Or worse, No Heart could show up and you'd be here, all alone." The cat cousin continued till ignore him. Shrugging, Tugs rejoined the others as they piled into the boat.

When they pushed off from the shore, Birthday began to count down on his fingers, "4..3..2..1.."

"Hey guys wait fo me." Right on cue, Proud Heart cat bounded into the boat. She sat in the center knees drawn up, eyes closed tight.

Q-bot steered the boat towards the island. "Why are cats scared of water? It seems silly to me."

"It's cold, it's wet, it makes you look funny, it's wet, and it's cold, and oh did I mention WET!" The robot shook his head before looking forward again. The island was approaching fast.

"What do you do with a drunken sailor? What do you do with a drunken sailor? What do you do with a drunken sailor? Early in the morning." Sang Birthday.

Share answered threateningly. "Throw him over the side of the boat. Throw him over the side of the boat. Throw him over the side of the boat. If he doesn't stop it."

Birthday looked at her, slightly hurt. "What's your problem." She pointed to the flock of crows circling the island. "If they hear us, then we're in big trouble. Remember what happened last time we ran into them?" He nodded and fell silent.

In Alaska...

"Run Faster! They're gaining on us." Champ was in the lead carrying the pink crystal, Cheer, followed by Brave Heart, Harmony's crystal tucked safely in his arms. Perfect, Polite, and Blue brought up the rear, dodging stares from the opposites as they ran.

Slight Heart, Conflict, and Nightmare ran desperately after them. "We can't let them bet away, or else No Heart will turn us into fur coats."

"Then shove you trunk in your mouth and keep running. Nightmare, try another stare." The blue bear revved up her symbol, aiming for Perfect's retreating form.

Polite saw the beam leave Nightmare and tackled her brother to the ground. "Thanks Polite that was close." Blue grabbed them as he was running past. "Remind me to pick you next time we have a family wide game of football. But for now, I think it's a good idea we keep running."

Next thing he knew, Blue and the pandas had tripped over something and were rapidly approaching the ground. Luckily for them, Brave Heart and Champ broke their fall. The crystals flew out of their arms and to the feet of Tell All Bear. Unlike her counter part, Tell All didn't whisper.

"You almost got away. But enough of these games. Your coming with us to No Heart." The other opposites caught up and formed a circle around their captives.

An hooting sounded form the trees around them. The snow bounced the sound, making it impossible to tell where it was coming from. Another hoot answered, from the seemingly opposite direction. The Opposites kept turning their head, looking for the calls source.

Rustling came from their left, then from their right. Soon it seemed as the trees themselves were talking. "Let them go. We have our weapons fixed on you. One move and your dead."

An enemy unseen is much worse then one standing right in front of you. But even worse then that is angering No Heart. This knowledge is what kept them thinking of a way to get out of this situation. Slight Heart spoke, "What do you want."

"We want the Care Bears unharmed. And for you to go back to that slime of a leader and tell him to prepare to loose everything he has gained."

"As if you could defeat the great Lord No Heart. Your are to him as a lighter is to the heat of the sun." Nightmare waited for the voice to respond. Instead, a series of audible clicks echoed around, followed by a prick in all the Opposites arms. Before they could say 'What the h...' they were fast asleep.

Humans clothed in black emerged from the trees. On their chests was a badge of the Earth as it used to look. The one that appeared to be their leader stepped forward and removed her mask.

"Christy!" Cried all the Care Bears at once. She was older, taller, but they would recognize her anywhere.

"Welcome to the secret headquarters of the H.O.P.E (Holding Onto Past Earth). We are dedicated to getting things back to before No Heart took over. Back when everyone cared. Let's get inside before these things wake up and follow us."

Brave Heart and Champ eagerly followed, happy to see their old friend again. Polite, Perfect and Blue were more cautious. Living in No Hearts world for 30 years had taught them not to trust anyone.

Cozy Heart and her Opposite were facing each other. "It's hard to believe I cam from such a weak creature." He whistled on his "s" just like Cozy Heart. Each of them had a snowball in their flippers, waiting for the opportune moment to throw it.

Beastly had engaged Frost Bite in a sidekick battle, which basically meant they were chasing each other with random objects they pulled out of their pockets. Currently Beastly had a banana and Frost Bite was holding a pool floaty.

Grumpy and Gentle Heart were fighting hard to have their stares over power Crone and Dishonor Hearts. Surprisingly they were doing okay. That was enough for Grumpy. Furrowing his brow, he pushed harder, his stare overpowering Dishonor Hearts. The she-horse screamed as the stare burned her flesh. A loud "Owww" was heard followed by cursing. Since Cozy Heart would never curse, out loud, it meant she had Hit Frigid Heart. And quite hard apparently,

"I thought our stares couldn't hurt them."

"Our stares can't hurt our Opposites...but on the others it's fair game. I think this fight just got a little easier."

Fauna was facing off with Cold Heart. She had shifted into a Polar Bear before crawling up the stream bank. At that moment she was on her hind legs, towering over Cold Heart.

"You think an over stuffed Teddy Bear is gonna scare me. All I have to do is press one little button and you'll be a living ice sculpture." His finger hovered threateningly over said button.

She raised her paw back to strike him, hoping he would be knocked unconscious. But the wayward Professor was faster. His finger hit the button and a beam of ice began to freeze Fauna's lower half.

"It must be hard for you Professor. Having to listen to No Heart order you about all day. I mean with your genius I.Q. you should be running the show."

"Shut up! I know what your trying to do and it won't work. No Heart's given me powers beyond my wildest dreams."

"Then how come your still using that same old ratty, beat up freeze ray." The beam had reached her shoulders.

Professor Cold Heart grinned nastily at her, "Because while I can now create ice and snow myself, I do not have the power to embed it with gold to keep nasty creatures like you from shape shifting and breaking out. My orders weren't to protect the crystal Fauna. They were to get you."

Her eyes widened as he froze her head over. Summoning ice minions from the seemingly empty air, he had them carry the "bear-sickle" to his ice zeplin (like he would still be flyin around in that cheap hot air balloon.) "Frost Bite! Come on slush for brans it's time to go."

His assistant ran towards the zeplin, but forgot to put on the brakes and crashed into the side. One of the minions peeled him off the side and threw him into the cabin. The opposites too fled away on the flying machine, all the while grinning knowingly of what had been accomplished.

Reaching into his pocket, Cold Heart took out Tender Hearts crystal and threw it to Cozy Heart. "Keep you stupid crystal. But mark my words Care Bears, you will not defeat us!"

They watched as the zeplin disappeared in the distance.

"Did anything seem totally weird about that?"

"Yeah Bright Heart, your right. Why did he give up so easily and just go?"

"Because Grumpy," Bleated Gentle Heart sadly, "they took Fauna."

Tune in next time to see what will happen to the Scotland Team, and what's going on with Christy.

Sorry this took soooooooooooooo looooooonnnnnnggggg to write. But I hope it was worth the wait.


	11. The Greatest Treasure

Okay here it is. I think most of the writers block is gone but there is still some left. I hope this chapter isn't too confusing. Ap exams r over, so I will really be able to get the chapters flowing.

Q-bot docked the boat in a manmade harbor on the north end of the island. Proud Heart was instantly off the boat and kissing the ground, grateful for the feeling of solid land to once again be under her paws. "Aww come on Proud Heart, aren't you over reacting just a little?"

She spit a leaf from her mouth, "No. You just don't understand because you are a bear. You've no idea how scary water can be!" She quickly licked her paw before rubbing it over a patch of hair that was refusing to stay down.

Share glanced at the trees, then at the crows, then to a small pile of rocks. "Do you guys think we should split up or stay together?"

They thought about it for awhile, "Maybe we should split since the island is so small. I mean what could happen."

"Great Birthday you jinxed it. I vote we stay together!"

"I did not jinx it Proud Heart. You can't always have everything your way you know."

She crossed her arms nose in the air, "I never said that."

"Stop it! Don't you guys see what's happening? Because of the lack of caring in the world, we too are starting to stop caring. We have to find the others and fix things before we stop caring all together."

Stopping all talking, the group took a few minutes to calm their nerves and rationally decide on what the best way to look for crystal would be. Looking at the loch, they saw the still water, dark with reflecting the clouds above. The crows still circled but seemed afraid to actually land on the island. They watched the companions though, red eyes following their every move.

When she felt everyone had regained their composure, Share presented their options once again. "Why don't we take a vote. Who wants to stay together and search?" Everyone raised their hands. "Great, lets start at the rocks then work our way into the forest."

Tugs scampered over the rocks jumping from one to the other. "These would make a really good fort. I wish we had more time to explore them."

"We'll come back when this is all over ba..er... Tugs," Birthday caught himself. For the first time he realized that Tugs wasn't such a baby anymore. Sure he was still young, evident of his little break down earlier, but some things had definitely changed. He'd had a little growth spurt and was now up to Birthday's nose, and he nor Hugs needed their diapers anymore. Pretty soon they would be driving cloud mobiles, going solo on missions, and live away from Grams bear.

"Birthday, you ok?" He quickly wiped his suddenly misty eyes, "Fine. Just got a little dust in them." Tugs shrugged and continued his jumping.

Share slipped her paw into Birthdays. "I know. They grow up faster then you realize. Don't worry though, I have a feeling more cubs will be coming along soon. Which means plenty more b-days for us to celebrate." He laughed lightly.

Searching the rocks proved useless so they headed into the forest. In the dimming light, the trees looked like glowing skeletons of their former selves. All were leafless and for the most part dead. Proud Heart bounded up one part way in order to get their bearings. "There's a dried up stream bed a little ways that way, maybe it's over there."

Q-bot followed the felines pointed paw, rolling smoothly over the dry soil of the island. Upon reaching the bed he looked from the banks rather then go into it. "There is nothing over here."

"Let's try the forest again." They fanned out while walking through the trees, looking for any glimpse of purple, "I wish Bright Heart was here. He would be able to spot that crystal right away. I can't see hardly anything in this darkness." It was true, while they'd been looking the sky had begun to grow even darker meaning night was coming.

Tugs was the first to emerge on the other side of the island. The crystal sat in front of him on an oddly flat rock. "Hey guys, I found it." Running forward he picked up Noble Heart. Everyone felt a weight lifted from their shoulders, knowing they would soon have one of the people who raised them back among them.

But just as they were about to perform the spell to release him, a strong wind off the lock began to whip around them, creating small dust dervishes and turning the twigs into missiles that pricked when they hit.

"Maybe we should get back to the mainland before we do this." Bedtime had to shout to be heard over the wind.

"I agree, back to the boat." Bedtime stared up a lantern so they could find their way safely back to the makeshift dock. Proud Heart got into the boat groaning, after this I am never going on another boat as long as I live."

"It's a good thing the Cloud Skimmer is a ship then. Or else you'd never be able to go on it." replied Share laughing. Even Proud Heart laughed a little. None of them noticed a pair of eyes watching them from the Loch.

The boat was rocking due to the waves created by the sudden wind, forcing the Care Bears to hold on tightly to the sides. By then they were halfway across the Loch, the opposite side seemed just out of reach.

Proud Heart hung slightly over the side, fur turning green. As she gazed dazedly into the murky water below, she could have sworn a huge shape swam under the boat.

"Eeeeck! Bedtime, something just swam under the boat." Yawning he went to examine the fathoms below. There was nothing but stormy water and sea foam.

"I think your mind is playing tricks on you Proud Heart. There's nothing..." A scream from Share was heard before the boat capsized. Lucky for Q-bot water no longer damaged his circuits or he would have been fried.

"Care Bears, are you okay?" Tugs was the first to surface, followed by Bedtime, Share, Proud Heart, and finally Birthday.

"Were fine. What was that?" Share spit seawater out of her mouth, "You didn't see it?"

Birthday shook his head. "It was...THAT!"

Out of the Loch burst a long green neck topped by a head full of sharp teeth. It's eyes were in the front of it's head, signaling a predator. The thing lifted it's head to the sky before lunging at the group of Care Bears.

"Everyone dive!" The monsters head hit right where Tugs had been a moment ago. Q-bot using his propellor, the one that come out of his head, cleared the water and landed back on the island. "This way Care Bears, it can't go on land."

Proud Heart was the next to arrive, helped ashore by Birthday. Bed time, Share, and Tugs were cornered by the monster. The thing lowered it's head, growling sinisterly.

"Give me back what's mine and I'll spare your lives." It's eyes narrowed, drilling holes in the Care Bears courage and getting straight to the nerves. Tugs still clutched Noble Heart tight, eyes wide in fear.

"Care Bears stare. Proud Heart call." Birthday and Proud Hearts stares hit the monster in the side of the head, momentarily blinding him. He roared, shaking his head to clear his vision. The Care Bears in the water swam as fast as they could for land. Share and Bedtime had entered the shallows, thinking Tugs was right behind them. A hapless scream from the youngest member of the team showed them the error of their assumption.

The monster had swam to put itself between the Care Bears on shore and the one in the water.

"Tugs give him the crystal, it's not worth it."

"No, it doesn't belong to him. Noble Heart is a member of the family. He doesn't deserve to be trapped for all of time, held captive by this monster."

"I was asked to guard that crystal by a friend of mine. She said not to let anyone near it. For 25 years I've guarded it, and I'm not about to let you have it. Now give it back before bite your head off."

"Wait! Who is this friend of yours"

The thing turned it's head to land, "None of your business." He snarled before turning his attention back to Tugs.

Proud Heart got a 'cat ate the canary' grin across her face, "She wouldn't happen to be a certain pegasus pressed over taking No Heart down. Fa..."

"Shhh. Don't say her name out loud, are you insane. I take it you know her."

"Yes, she's helping us to get our family members back from being trapped in this crystal state. So we'd really appreciate if you would give us that crystal. It just happens to be one of our founding members."

The Loch Ness Monster slowly moved towards the shore, "How do I know you're telling the truth. You look identical to those creations of No Hearts."

Birthday stood there, foot tapping, 'If I ever wanted Tender Heart to give one of his lectures about love and caring now would be it.'

"What do we have to do to prove to you we are who we say we are?"

"Answer the security question Fauna told me only a true Care Bear would know the answer to."

"What is it?"

"People spend their lives searching for treasure; gold, priceless artifacts, gems, silver, but not all treasure is silver and gold. What is the most valuable thing in the entire world?"

Q-bots lights started blinking as he thought about the answer to the riddle.

Birthday, Share, Tugs, Bedtime, and Proud Heart just smiled knowingly. As one they answered Nessie.

"The love you are shown and you show others."

A small smile spread across the great creatures scaly lips, "Correct. The crystal is yours for the taking. Be sure to give Fauna my regards when you see her."

They waved goodbye as the serpent dove below the waves and into his beloved Loch.

"I don't understand it. How did you know the answer?"

"You learn a few things in our line of work." Grinning they felt a slight warmth on their fur. Looking up, they gasped as a small beam of light penetrated the clouds. The light brought hope to the group. It showed No Heart was weakening, and the world was ready to get it's greatest treasure back.

Finally this chapter is posted. Yay! And now that all the hard work is done, I promise the next chapter will be up by next week. Probably not before the weekend cause it's prom. Hope you like it.


	12. HOPE

okay here's the next chapter just like I promised, and it's all about Christy and HOPE. It's been done forever but my comp was stupid about letting me post it.

Christy had lead the Care Bears and Blue to a hidden hatch covered by 3 ft of snow marked by a dead tree with only 3 limbs. The guards and Christy all looked around carefully before they removed the snow to reveal the lid. Kneeling, Christy pulled a transparent purple card from her pocket and slid it into a slot. There was a humming noise and the sound of mechanisms sliding out of place before the hatch popped open.

"Everyone in." Some of the guards entered first to lead the way, followed by Champ, Brave Heart, Polite, and Perfect. Blue waited till all the other soldiers had entered the tunnel before taking up the rear with Christy.

"You can trust us Blue, we're fighting for the same things you are."

"I can't undo 30 years in a matter of minutes. Just give me some time." She nodded and disappeared into the tunnel.

The tunnel was surprisingly well worn and warm. Pipes of all shapes and sizes decorated the walls and the floor was covered in cement. Flood lights illuminated the way, leading the travelers below the Earth's surface. A huge bullet proof door that had to be at least two feet thick was their last security checkpoint. Not in a thousand years would they have expected to see what awaited them in HOPE'S hidden headquarters. One of their escorts typed in the password, surprise surprise it was Earth.

The door opened slowly, and the first thing that flooded out was pure, beautiful light. The warm yellow aura felt strange on their cold faces, momentarily blinding them. But when the spots cleared, they saw the most beautiful site they ever saw. Grass covered the floor of the lair, trees of all species were planted everywhere. Flying between the trees were birds singing their songs and going about their daily business. Over in one corner, a small water fall emptied into a pool that fled into a stream. Fish could be seen under the waters surface, splashing and twirling. Over head was a giant floating ball of light.

"Go on in. Enjoy yourselves. I have to get something then I'll be right back." Blue was the first to move this time, shifting into his true form he leapt into the air fanned out his wings against the light and whinnied. The care bears soon followed, cartwheeling on the grass and just enjoying the feel of it under their tired paws.

"It's almost as soft as clouds." Champ nodded in agreement.

"It reminds me of our valley Perfect." Both Pandas gained a look of sadness as they remembered their paradise lost. The looks soon vanished when they saw the beautiful flowers blooming in the middle of the meadow. They were yellow, blue, pink, and even some purple blossoms, standing tall and proud on their stalks.

Blue had tired of flying and began grazing on the grass. His eyes were closed, as if he was enjoying the sweetest thing in the world, which to him it was.

Brave Heart, Champ, Perfect, and Polite came together a few feet away, "I guess we should undo Cheer and Harmony's spells."

"Yeah then I'd like to learn how HOPE accomplished this." The lion waved his paw to indicate the area around them."

"I'll tell you it wasn't easy. We just perfected it about 3 years ago." They jumped, not having heard someone coming. But they got an even bigger surprise when they saw it wasn't Christy, but instead David.

"So you were able to stay separate from your evil entity. We heard you had been joined together again."

His eyes clouded over, "No. My less then better half is it's own self now. And it chooses to use it's power to rule what used to be North and South America." He looked tired, lines were around his mouth and eyes. His once flaming red hair was now a dull copper, threaded through with a few streaks of grey. Now that they thought about it, Christy had looked just as tired.

"I've tried containing him before but times have gotten harder, and my magic isn't what it used to be."

They nodded in understanding as Christy approached, followed by what looked to be a girl of 18. She was a little shorter then Christy with flaming red hair and blue eyes. In her arms was a chest made of redwood with a gold lock.

"Everyone this is mine and Davids daughter Alissa."

"It's awesome to finally meet you guys up close. Mom has told me all about you."

"Congratulations you two! She's beautiful." Alissa blushed at Brave Heart.

"We're glad to mee...wait, what do you mean up close?"

Grinning she opened the chest in her arms. Inside resting on soft black velvet crystals were 4 crystals. One was pale yellow, another pink, the third was green, and the last was orange.

"We found them on our attacks against No Hearts forces but didn't know how to free them." She gently placed the box on the grass. The crystals shimmered in the light.

Polite felt her heart beating faster, Good Lucks crystal only a few inches away. Champ and Brave Heart placed the crystals they carried next to the chest. Carefully the four inside were laid out in front of it until there was a row of six.

Stepping forward, Polite started to say the spell. "Ala chanam ina amoria luminoteso verora honesa chantilla conjoui gussue pronomeray brirre, Brirre, BRIRRE!"

The crystals had started glowing around "luminotesa" and exploded when Polite finished the spell. Good Luck, Love-A-Lot, Friend, True Heart, Cheer, and Harmony stood before the group looking dazed and confused. Unlike the other rescued members they didn't know Earth had changed because they had been brought back in HOPE's headquarters.

Looking around their eyes rested on their family members. "CHAMP!" squealed Cheer while rushing him. He swept the pink bear into his arms hugging her, nose buried in her shoulder.

True Heart was enveloped into a big group hug. She kissed each of them eyes leaking. "I'm so glad you all are safe."

Good Luck and Polite stayed separate from the group. He had charged Polite in much the same fashion Cheer had attacked Champ. But with him had come a flow of questions, "Are you okay? Did the opposites come after you too? They didn't hurt you did they? What's happening? Are you sure you're okay? Why aren't you talking?" She laughed through her tears. "You haven't given me a chance." He kissed the side of her head as she cried, both holding each other tight.

Once the reunion was over and Alissa introduced to the 6 new arrivals, Christy started to explain what HOPE been doing.

_After Care-a-Lot had been destroyed, No Heart had come onto all the airways, announcing he was taking over the Earth. All the world leaders were killed and he along with Cold Heart and Dark Heart as well as some of the minor villains started to imprison the people. The curfew was set and people slowly stopped caring. 5 years into his rule, the clouds had completely covered our skies, and oxygen machines in place. No Heart announced that he would keep us humans around only so he could have slaves to rule. 3 years after that, all the animals disappeared into No Hearts zoo or died. It was then those of us you helped started to form HOPE. We figured that since none of No Hearts under lords had ever come anywhere near Alaska, that would be the best place to start. Dr. Finklestein came as well as the scientists who helped develop the oxygen machines. We built another base in Australia and Russia. In each base we have a teleporter for easy access. John and Dawn are in the Australia one and Kim, Jason, and Nicholas are in Russia. We have recruited people we could trust and who haven't been brainwashed by No Heart. _

_20 years ago David and I were married, it was just after that No Heart launched a massive attack against our forces. Jason was severely wounded, we almost lost him. Dr. Finklestein was killed as well as some of our other scientists. But we recovered and grew stronger. 2 years later Alissa came into our lives. We wanted her as well as the other resistance kids to know how beautiful Earth used to be so we started to greenify our base. Special groups of us even busted some animals out of No Hearts zoo. The same goes for the other two bases. When Alissa was 12 we found the crystals. She's been guarding them ever since._

"If we had known you and Fauna were still alive, we would have tried to contact you. But we thought you had been wiped out along with the others."

He smirked, "Yeah, No Heart liked to keep that little detail hush hush."

Perfects communicator started beeping. "Time to check in." He placed it on the floor allowing the holographic image of the Scotland group to appear. With them was Noble Heart.

"Where are you guys? Is that grass?"

"It's a long story. I'll explain when Fauna's team checks in so I don't have to explain twice. You won't believe this one Birthday."

He gained a look of thoughtfulness on his face as the others snickered, "Try me."

Noble Heart and True Heart had their eyes locked. "You ok over there hun?" "Doing fine. Now."

"Glad to see your rescues went okay." Commented Proud Heart as she looked at the large group on the other end.

"Yeah, we got a lot of surprises." replied Brave Heart, Harmony's head leaned on his shoulder from exhaustion.

A gold light started to blink on the communicator, indicating the other team was ready to check in. Perfect pushed some buttons till their image was projected from the other side of the communicator, floating next to the first groups.

"We have a major problem guys!" Gentle Heart sounded frantic, her eyes wide. "Fauna's been captured by No Heart!"

Any Care Bear who had been between Blue and the images were quickly knocked out of the way. "WHAT THE HELL DO YOU MEAN FAUNA WAS CAPTURED BY NO HEART!"

Grumpy quickly told them what happened between them and Cold Heart. "How could you let this happen, do you know what he'll do to her? He's been trying to nab Fauna since this all took place 30 years ago."

He backed off and started to pace, "We'll get her back Blue." He ignored Tender Heart, still pacing. Christy took this opportunity to chime in. "I wouldn't bet on it. No Heart has gotten wiser in his old age. Fauna's either gonna be tortured to death or brainwashed to join No Heart."

"As much as No Heart hates her, he knows she's to useful to let die. My guess is he's gonna make her one of his minions, use her to destroy us, and then kill her."

"Thanks for that cheery thought Grumpy. So what are we waiting for, the sooner we bust her out the better Fauna's chances are." The others agreed with Proud Heart.

"No." Blue continued as they stared at him. "Fauna wouldn't want us to rescue her before the other Care Bears are safe. As much as I don't want to, I have to respect her wishes."

"Okay. So what's our next move?"

"There are probably some crystals in Australia, why doesn't the Scotland Team head there and check it out. Fauna's old Team can return to the States and South America. We'll check out Russia." Perfect waited for all those present to agree. After the discussion was closed, Perfect and Polite gave their Communicators to Love-A-Lot and True Heart so they could have private conversations with Tender Heart and Noble Heart.

"I bet you all are hungry. Why don't I take you to the kitchens then to the dormitories so you can get some rest?"

"Thanks David. That would be great."

Blue stayed behind, looking around at the trees. "Blue?"

"You go ahead Friend. I'm gonna stay here." she nodded before following the others.

Laying in the center of the meadow, he folded his wings and rested his head on the ground.

'Hang on Fauna.'

okay here's an update on who's been found and so on

**Team Fauna**: Grumpy, Cozy Heart, Gentle Heart, Bright Heart, Tender Heart

**Team Blue**: Champ, Brave Heart, Perfect, Polite, Cheer, Harmony, Good Luck, True Heart, Love-A-Lot, Friend

**Team Q-Bot**: Share, Birthday, Proud Heart, Bedtime, Tugs, Noble Heart


	13. authors Note

Hey every one sorry about the delay but you're gonna have to wait longer then I expected. My horse rhino had to be put down and lets just say I'm not in a good state of mind. I will try to post something before I leave for college but at the moment it seems unlikely. Thanks for your patience.


	14. Dejavu and Loyal Heart too!

The zeplin slowly descended into No Heart's castle. Cold Heart could hardly contain his excitement at the catch he had made. Glancing once more at the frozen polar bear he stuck his tongue out at it, knowing full well she wasn't aware of her surroundings. Luckily karma was against him as the frigid Professor was struck by a renegade thunderbolt. While yelping and grabbing his hinny, the blue tyrant looked to No Hearts tower. Lightning flashed everywhere as thunder clouds boiled madly. No Heart was furious about how many members of the Care Bear family had been resurrected, proving even more how useless the Opposites were.

"Hurry up Frost Bite. The sooner we give Lord No Heart his present, the sooner we get our reward." The short sidekick saluted, "I sure hope it's some kind of dessert Professor."

Cold Heart smacked himself in the forehead, "Dessert is not a reward you popsicle for brains midget, power is a reward, treasure is a reward, getting rid of those fuzzy wuzzies is a reward!"

"How about a nice fruit basket then."

Rather then responding, the Professor threw a ice block at his henchman. The ice minions were slowly lowering Fauna onto the rolling board, not wanting to unfreeze her until she was before Lord No Heart.

Once inside the castle, they saw shadows fleeing down the stairs, eager to escape their masters wrath. The castle shook and groaned with the constant barrage of lightning bolts, No Hearts curse filled screams echoing throughout the halls.

"Come on ice brains, let's hurry before this place comes down on us."

Inside No Heart's tower, the Opposites were trying to dodge No Heart's furious attacks. All except for Delay Heart that is. He was leaning cockily against the doorway, watching as his fellows were fried and zapped, fur turning black and singed.

"Of all the things to go wrong with your plan, HOW COULD YOU LET THAT BLASTED CHRISTY GET THEM!"

"We're sorry my Lord."

"Sorry? SORRY! You have no idea how sorry your about to be." The rabbit opposite laughed as Strict Heart got hit again.

"Out of my way furball." Professor Cold Heart pushed past him into the tower room.

'Idiot, he's gonna get fried with the rest of them.'

"Your highness, may I interject?"

No Heart turned angry red eyes to Professor Cold Heart, "What is it! Have you come back empty handed as well? Because if that is the case..." Lightning gathered around his cold green fingers.

"On the contrary, I have brought you something even better then a Care Bear crystal." Whistling to his minions in the hall, he signaled them to wheel in his prize.

When No Hearts eyes rested on the frozen Fauna, all the lightning around the tower instantly vanished. His head tilted back in a howl of triumphant laughter.

"FINALLY SHE IS MINE!"

"Not so fast Lord No Heart, what about my reward?"

He turned on the Professor eyes glowing, "Your reward is that you shall get to live another day and not be chopped up into feed for my pet's downstairs and banished to the hottest place on this planet!"

The already blue villain paled till his complexion matched the large glaciers of his domain. "Works for me? Would you like me to defrost her now or later."

"Now you idiot!" Mumbling under his breath he motioned for Frost Bite and the other ice minions to move away. Turning to the block of ice, he began to call the ice back that was around Fauna's head.

Her ears twitched to and fro once they were free, unsure where these new sounds had come from. The last thing she had been aware of was being frozen on the banks of a dried up river bed in Africa by Professor Cold Heart. But now there were booms of thunder echoing off damp stone walls, and the sound of two evil cackles.

Her nose was the next one to be freed, and this place did not smell like Africa. Fauna's mind was sluggish from the freezing, but it didn't take a genius to figure out she was in major trouble. Especially once her eyes were able to focus on the Opposites scattered about the room.

Crinkling her brow she released her most feral growl, knowing full well it would do little more then startle the occupants of the room into realizing her head was free. "Now now dear Fauna, there is no need to shout."

She curled her lip back from her canines, focusing on No Heart. "You coward. You sleazy son of a….."

"There's no need for name calling. You fought well against my forces all these years. I had expected no less from you. But like all good things your time has come to an end." He moved within an inch of her face, his eyes burning with held back frustration. Her eyes reflected hate.

"Go ahead then. Kill me. It will be a welcome relief from having to hear your voice."

"That would be unfair of me. After all you have been my nemesis for these past 30 years. So I shall give you a choice. You can either serve me or…die."

She rolled her eyes. "Gee which am I going to choose. They both seem so appealing." No Heart's eyes narrowed, tiring of her sarcasm.

"I'm gonna go with death." Laughing No Heart called magic to his hands throwing it at Fauna's face. She roared in pain, "I've changed my mind. First, I'm going to pay you back for all the trouble you've caused me. Then, since you obviously won't serve me willingly, I will brain wash you into working for me. And your first mission will be to wipe out the ones you love. Huh, some how this situation gives me an odd feeling of dejavu."

"That's because your stupid. And this will end just like the other time. With you loosing everything." His hand moved fast as the lightning surrounding his castle, raking down her cheek. His nails left 3 bloody scratches in her white fur."

"Take her to my zoo." Betray Heart, Failure, and Slight Heart along with some of Cold Hearts minions moved to obey. No Heart moved to his throne as Fauna's voice rang out one last time. "You better hope this isn't the same as last time _Lord_ No Heart. I'd hate to see anything happen to your son."

Eyes glowing red hot he zapped her with everything he had, causing the ice to break and her fur to be singed. Fauna's howl echoed throughout the castle, shaking it's walls.

_In HOPE's Headquarters._

"Okay so basically this teleporter works like the Rainbow Rescue Beam. The only difference is there has to be another station at the desired destination. We'll use it to send Blue's team to Russia. Our teams there can help you find the last few crystals. Once you have them, we'll all rendezvous back here and rescue Fauna."

The assembled Care Bears nodded in understanding as David typed in something that got the machine up and running. "We've told John and Dawn to keep an eye out for Q-bots team. And Kim and Nicholas are all ready for you." He put his arm around Christy. "Good Luck everyone. We'll keep an eye on No Heart's forces for you."

They waved goodbye to David and Christy as the teleporter sent them to Russia.

_2 Days later in Australia_

Proud Heart looked out at the distant Ayers rock. She was up in a tree, holding on with one paw while she used the other to point the direction to her companions below.

John nodded, signaling to Dawn to send their scouts out to look for Opposites. After 5 minutes, the report came back, all was clear.

Team Q-Bot, with the addition of the HOPE members joined Proud Heart, John, and Dawn. In the back of the group came Wish Bear and Lotsa Heart. They had been found not too long ago in what used to be Sydney. They had also run into Death Day and Enemy Bear. Rather then let them escape once defeated, Dawn had ordered they be held prisoner and questioned. Surprisingly they had given up the location of Loyal Hearts crystal quickly, which could only mean one thing. Trap.

They went forward quickly with the members of hope forming a ring around the Care Bears, stun guns at the ready. Within 2 minutes they had reached the base of the giant rock. While HOPE assembled their grappling hooks, Proud Heart used her claws and started climbing. She had to stop and rest 3 times before she finally reached the summit.

Lying in the center of the rock was Loyal Hearts crystal. Before pulling herself up all the way, Proud Heart checked for Opposites. Seeing none she dashed for the crystal. She started to recite the spell as the others arrived.

"Proud Heart look out!"

Her quick reflexes got her out of the way of Mean Hearts stare. The crystal in her paws however went flying over the side. "No!" Hissing she looked up at the Opposites attacking from cloud mobiles. Along with Mean Heart she saw Boredom, Careless, and Strict Heart. They landed as Tugs, John, and Alvin scrambled over the edge. But before they could go to the fallen Proud Heart, Careless threw an energy rope around each of them.

"A little gift from Dr. Fright. This won't let you move anywhere. And to stop the rest of you," she nodded to Strict Heart who, laughing pressed a control button. Instantly a barrier encircled the top of Ayers Rock.

"Your all ours now Proud Heart. What do you say we make this quick." She stumbled away from Boredom and Mean Heart as they advanced towards her with a net.

Next thing she knew a shadow flew over her head and Loyal Heart landed on the ground in front of her, hackles raised teeth bared. Tugs had caught his crystal as it fell over the edge and had said the spell while the Opposites were focused on Proud Heart. "Leave my girlfriend alone." He growled in a very un Care Bear like manner, causing the Opposites to pause in their tracks.

Strict Heart was the first to recover, "Don't worry, you'll have plenty of tie to spend together in No Hearts clutches." They threw the net at the Cousins. Both being incredibly agile dodged out of the way and circled around the Opposites. Proud Heart leapt at Careless who backed up into Strict Heart. Her remote went flying causing Mean Heart to dive for it. Loyal Heart was quicker however and soon had it between his teeth. Running back to Proud Heart he pressed the button making the force field disappear.

HOPE, Share, Birthday, Bedtime, Noble Heart, Wish, and Lotsa Heart came up and surrounded the Opposites. "Don't move or we'll fire." The Care Bears had also gotten their symbols glowing and were ready to fire. "Now you're going to come with us and join your friends Death Day and Enemy. We'll see if we can't get anymore information out of you."

Back at the base everyone was eating dinner except for Loyal Heart and Proud Heart. They had wandered into the reproduced forest. Sitting against an oak the blue dog pulled the cat into his lap, wrapping his arms around her, hers went around his neck. Their foreheads rested together making their noses touch.

Proud Heart started to purr contently causing Loyal Heart to smile. "Did you mean what you said back there? Am I really your girlfriend?"

"Uhuh. I've thought of you like that since I gave you the flower when we were cubs."

She sighed contently, "Everything is going so purrrrfectly right now, it's hard to remember anything was ever wrong."

Loyal Heart pressed his lips to hers in a gentle kiss. "I feel the same." "Prrrrrromise me you won't leave ever again." His response was to kiss her again.

The next morning Alvin and Noble Heart came before the group looking triumphant. "You will never guess what we found when we searched their cloud mobile." Grinning he moved sideways allowing those at the table to see what stood behind him. "Grams Bear!" Tugs leapt up knocking his chair back. He wrapped his arms around the bear who had practically raised him. "Hello my little darling." That pushed him over the edge. He'd tried to be a big Care Bear and not cry, but hearing his pet name brought back happy memories. He let a few tears escape, burying his face in grams shoulder.

"We also learned how to get into No Hearts Castle undetected." Dawn raised her eyebrows impressed. Alvin shook his head and pointed down at Noble Heart. "They started trash talkin his family and he went off on them. They sang like canaries after that."

"Let's wait until the other teams have finished their missions. Then we can make a plan to rescue Fauna and bring down No Heart once and for all."

Tugs had finally calmed down enough to let the others greet Grams. Lotsa Heart lifted her off her feet. "We missed you so much, and that's the truth." Laughing she patted him on the back, "Thank you dear. But perhaps you could put my feet back on the ground." Blushing he complied, "He he sorry Grams Bear."

Loyal Heart and Proud Heart greeted her together rather then let go of each others paws. She smiled at that.

"So we have 2 days till it's time to check in, what do you want to do?"

Okay another chapter done. Hopefully this will tide you over till the next one, we're reaching the end here.


	15. Lovely Reunion

Okay all you eager readers, here it is. The chapter we've all been waiting for. Enjoy! Thanks to Rock Raider for the villain idea.

The same day Loyal Heart was found in Australia, Blue's team recovered Hugs and Secret in Russia. They had been guarded by Failure, Hate-A-Ton, Liar Heart, and Scary Heart. The Opposites had actually put up a good fight, wounding Champ, Harmony, and Sarah. Surprisingly Hugs had handled the news a lot better then her brother had. Secret had taken one look at Friend Bear and the two had been inseparable since. He was constantly whispering things that made her blush and giving her little kisses. Now they were checking in with the other teams. Jason, they were surprised to see had lost his left arms and had an ugly scar down his face. But he was also married Gay and they had 2 kids.

"How is your search in the Americas going?"

A familiar giggle sounded off screen. Treat Heart came into view, looking a little disheveled. "They rescued me from Punch and Selfish in Ecuador. And Bright Heart knocked their lights out." The raccoon quickly appeared, gave a quick smile, and dragged Treat Heart off again. "Sorry but we were in the middle of a project." She giggled again before disappearing.

"We just need to figure out where the last 3 members of our family are." Everyone stopped and considered Tender Hearts statement. After everything they'd been through, after all this time, they were only 3 members away from being together again. Just Playful Heart, Funshine, and Swift Heart.

"And we have absolutely no idea where they are." To brighten the mood Noble Heart told everyone about the information regarding No Hearts castle they had gotten out of the captured Opposites. It was decided the other teams would head to America while the team there started their search for the crystals. If they arrived before they were found, then they could assist. The conversation was wrapped up with the separated couples exchanging a few sentimental words.

In the middle of the night Grumpy got up to get a drink from the supply pack. After drinking his fill, he noticed an envelope addressed to him sitting on the food pack. Picking it up he started to read:

_I have her. If you ever want to see her again, come to the old LeBeau manor in New Orleans. Better hurry, her time is short." _

_Delay Heart_

He crumpled the paper and threw it to the ground. Running outside he conjured a cloud mobile, not caring who saw him, and headed for New Orleans.

The next morning Cozy Heart woke to find Grumpy gone. "Where could he have gone?" "Over here!" Bright Heart held up a piece of crumpled paper. He passed it around the group letting each of them read it.

"Is he stupid? Why would he do something so crazy!"

"People always do crazy things, when they're in love." (yes I just quoted Hercules.) Tender Hearts expression softened, "Your right. I'd do the same thing if it was Love-A-Lot."

"So I guess the rest of us will look for Playful Heart and Funshine."

"Do you think Grumpy will need help Cozy Heart?"

She shook her head. "If he wanted company he would have asked one of us to come with him."

"Lets do that spell to locate crystals. That way we'll save time." Holding hands they stood in a circle. Their tummy symbols started to glow as they recited the spell. Soon light from each of them made an orb and showed a hillside with giant white broken letters.

"They're in Hollywood."

"Cowabunga dues, lets go." Treat Heart giggled and gave him a peck on the cheek.

It was a 4 hour flight to California from where they had been camped out, and on the way they began to notice a change in the scenery. The purple clouds that had suffocated Malevolence for so long were starting to dissipate allowing glorious rays of sunshine through. The ground was warming up and the Care Bears could see a brave tree here and there returning to its green beauty.

"No Hearts power is weakening because of our return. Defeating him is actually starting to seem possible." Whistled Cozy Heart.

"And look, there's our landing spot." He pointed to the roof of some studio back lot.

Going inside the building, they saw they had in fact landed in a prop warehouse. They also noticed their tummy symbol blinking meaning that Playful Heart and Funshine were somewhere in here.

"Let's split up, Cozy Heart, Treat Heart, and Bright Heart will search the left half and Gentle Heart and I will take the right.

Grumpy opened the creaky door to the old mansion. The grand staircase was in ruins complemented by a fine layer of dust ad cobwebs. A chandelier hung crooked from the ceiling and the deep red carpets had faded to dull shadows of their former selves. The walls groaned and unseen things scurried around dark corners. Giving a little shudder he walked further into the house.

"Okay Delay Heart I'm here. Now give me back Swift Heart." For a moment there was nothing. Then the lights flicked on and Delay Heart stood cockily at the top of the stairs.

"Where is she?"

"Relax Grouchy, she's right here." He motioned to one of No Hearts shadows waiting by a rope. At Delay Hearts signal it slowly pulled on the rope bringing Swift Heart out of a hole in the floor. She was no longer a crystal! He also noticed the dried blood in her fur. His blood boiled at having to see her looking so defeated. She just hung there limply, eyes fixed on the ground, ears shielding her face. Grumpy realized she didn't know he was there.

"She's a stubborn bitch. I tried to have my way with her, but she fought tooth and claw to prevent cheating on you. And every time she refused I inflicted pain on her hoping to break her. Alas though, she remains faithful."

"Then give her to me." He stood there thinking, "Mmmm, no. I like watching you squirm knowing I have what you want. If you want her that badly, fight me."

Grumpy's paws balled into fists as he and Delay Heart charged each other.

_Back in Hollywood_

"Did you guys find anything yet?" called Bright Heart as he looked through a rack of dresses.

"Nothing yet. How about you Cozy Heart?" She surfaced from a pile of fake treasure, "Nothing but plastic gems and coins."

Gentle Heart was walking through rows and rows of trees. Reaching the end of it she shrieked, having come face to face with a T-Rex. Closer inspection showed that it was fake. The lamb cousin sighed in relief before doing a double take of the beasts' jaws. Resting on the tongue was a pale orange crystal and a bright yellow one.

"What's wrong Gentle Heart, we heard you shriek." She pointed to the t-rex, "I found them Tender Heart."

As she said this, the jaws closed and the thing looked at them with his marble eyes.

"Sorry to disappoint you Gentle Heart, but these belong to me, Sour Sam." The pie man stood on a catwalk with Gloom and Bleak Heart. He now wore a purple cape and had sapphires encrusted in his chef's cap.

"Eew look Gloom. It's my less then attractive Opposite and his pig of a girlfriend." Cheer's Opposite snickered, eyes flicking over the group.

Suddenly Crunch and Conflict crashed into them from behind, having swung in on ropes hung from the rafters. Bright heart went flying and…

…Grumpy crashed into the wall, lip split. He wiped away the blood before preparing for Delays next attack. It was hard to keep track of him since he had Swift Hearts speed. He felt a blow to his left ear and another to his knee and a third to his arm. His swing connected with empty air.

"Come on slow poke. You keep this up and I'm gonna think you don't love Swift Heart all that much." Grumpy kept the wall at his back, trying hard not to let Delay Hearts words affect him. A gush of wind on his right signaled the rabbits coming. Quick as he could, Grumpy struck out hitting him square in the eye. He stumbled back…

…tripping over Crunch as she fell. Before Cozy Heart could celebrate her victory Beastly came crashing into her, knocking her over as well. With him came a volley of pies that emitted a sour smelling odor when they smashed on the ground. Sam laughed in triumph. "My new pies do not have to be eaten to turn you sour. All you have to do is smell their 'sweet' aroma. And the effects cannot be cured by Grams Bears Happy Apple Pie." The Care Bears fell to the floor muttering darkly, the pies already taken affect. Accept for Beastly. He was chowing down, completely oblivious.

He didn't know what else to do. Delay Heart beat him at every turn. Sure he'd gotten in a punch here and their, but the rabbit Opposite was too quick. He had been thrown into the living room and crashed into the piano. Opening his eyes he saw Delay Heart stalking towards him, a poker from the fire place in his paws. It was over, he'd let Swift Heart down. And now he'd never get to hold her in his arms again, or start a family, or grow old together. He watched as the poker was aimed at his heart, "Say goodbye."…

…He didn't care. So what if they didn't win, who cares that Sour Sam was going to take them to No Heart. All he wanted to do was pout and be grouchy for the rest of his life. Somewhere behind him he thought he heard his name, but even if he did he didn't care. The Opposites were backing away uneasily. 'What have they got to be frightened of?' Scowling he crossed his arms. Then he felt soft lips on his cheek. At first all he thought was 'Gross, now I'm going to hurl a lot. Wait! Hurl-a-Lot? No Shove-a-Lot, Grrr, I know it's…' "Love-A-Lot!" He got to his feet smiling and hugged his girl. "Baby I'm so glad your okay." He shushed her tears rubbing her back and kissing her face.

Looking around he saw True Heart and Noble Heart holding hands as HOPE and Grams circled Sour Sam. The Opposites were being guarded by the other members of Blues team while they along with everyone else watched Playful Heart bend Funshine back in a deeply romantic kiss they never would have expected from the two pranksters.

"Where's Grumpy?" Crunch scoffed, "Probably six feet under by now. Delay Heart wanted to take care of him specially."

"He got a note from Delay Heart and went to rescue Swift Heart. They're at the LeBeau Manor in New Orleans. I don't think he wanted company."

"You idiots. Delay Heart lured him away to kill him." They glanced at Crunch as Jason knocked him out.

Noble Heart and True Heart headed for the cloud mobiles outside, "Come on everyone, let's hope were not too late to help Swift Heart and…"

"GRUMPY!" Swift Heart had come out of her trance soon enough to see her boyfriend go flying into a piano. Now the one who had separated them for 30 years was about to stab him. Delay turned to look at her. His gaze caused her to freeze up, eyes widened ears erect.

Seeing the fear that filled Swift Hearts eyes was all he needed to get up. Mustering his new found strength, Grumpy stared Delay Heart. "You monster!" The rabbit Opposite backed away, trying to shield his eyes. In a blind attempt to get away he threw the poker.

"Grumpy no!" The poker was buried in his shoulder. He pulled it out and threw it to the ground, "That all you got?" He resumed his stare, slowly forcing Delay back into the main hall.

"Do you really think you two will last forever? Look how different you are." Grumpy added more strength to his stare "Sometimes opposites attract. And trust me on this, we will last a lot longer then forever." "Stop, it's too much love and caring! I can't take it."

"You expect me to show you mercy after all you've done? Whenever Swift Heart looks at you her eyes fill with fear, you tortured her. All those years ago I watched you turn her into a crystal and I just gave up. Not this time, I'm gonna see to it you'll never hurt her again." Directing his stare up the cut through the rope of the chandelier. Delay Heart looked up as it fell on him. The thing plummeted through the floor leaving a gaping hole.

Limping from his many wounds and pure exhaustion he made his way up the stairs. Swift Heart was silent as he started to untie her. She watched as the knot fell causing her ropes to slacken enough for her to get free.

But then Grumpy started to walk away from her, trying to contain his anger. "Grumpy? What's wrong?" "Think about it Swift, we didn't exactly part on good terms." Her eyes widened as she remembered. Throwing herself at Grumpy she wrapped her arms around him burying her nose in his chest and knocking him to the ground. "I'm sorry Grumpy! I saw the hurt on your face when I stared you. I just couldn't bear to loose you."

Wincing he wrapped his arms around her, "I was so mad at you when you did that. Always thinking you could handle things yourself. I thought if she loves me then how could she do this?" She buried her nose deeper as a few tears leaked out. "But then I had to live life without you and realized I didn't care anymore." He placed his hands on her cheeks, rubbing softly. Even with the dried blood and bruises, she was still the most beautiful thing he'd ever seen. "It also made me realize something else. I never want to live without you in my life, ever again. Swift Heart Rabbit, will you marry me?"

She smirked, "Absolutely." Lowering her lips to his, she initiated a very heated kiss. His hands wandered, remembering the feel of his fiancées body he then proceeded to kiss everywhere he saw blood, hoping to make the pain go away. She was giving much the same attention to the welt on his face. But they couldn't keep their lips apart for long and were soon lost in a sea of sweet kisses.

Soon after Grumpy pulled himself up to lean against the banister, bringing Swift Heart with him. She rested under his chin on his chest with both his arms wrapped around her. She planted butterfly kisses on one as the other stroked her ears.

"Hang on." Swift Heart saw Grumpy's tummy symbol glow, a small circular object emerging from it. After the light cleared, she saw a silver band with a heart shaped diamond flanked buy two rubies on her finger. "We have to make our engagement official."

She kissed the underside of his chin, making him sigh and close his eyes. "I love it Grumpy. Almost as much as I love you."

"I guess I love you to." She flicked his nose, laughing silently before drifting into sleep from exhaustion. She hadn't had a full night sleep since Delay Heart had changed her back, afraid he would try something. But now safe within Grumpy's grasp, she knew nothing could harm her.

He waited till she was asleep before he let his few held back tears fall. He never thought he would see the day they were back together. Even though he was happy for the other couples when they we're reunited, it made him ache for Swift Heart even more.

Looking down at her he kissed her head a few more times before drifting off to sleep, arms tight around her.

Yay they've been reunited! Everybody party. Hope you liked this chapter.


	16. Author's Note sorry

Okay readers here is the deal. I am at a huge writers block with this story and I need some ideas on what should happen next. I do know this will either be the last or second to last chapter so now's your chance, lemme know what ya want to happen.


	17. Somebodies in Trouble

Sorry this chapter was sooooooooooo long in coming guys. I had a severe case of writers block, and that mixed with school equals no go.

Blue opened the door to LeBeau manor and the first thing he saw was a giant, gaping hole in the floor. Whistling at the size of it he quickly scanned the room for danger. All that met his eyes was a trashed mansion covered in dust and cobwebs.

"All clear."

True Heart and Noble Heart entered first, followed by Tender Heart, Brave Heart, Good Luck, Harmony, Lotsa Heart, Funshine, and everyone else, with Grams, Hugs, and Tugs bringing up the rear. Spreading out they began to search the mansion for their family members.

Gentle Heart found the bloody poker Delay Heart had thrown at Grumpy.

"Oh no! someone's been hurt! Grumpy? Swift Heart?" She bleated franticly, hoping one of them would answer.

The others soon joined in her call.

"No need to shout. We're right here."

The grumbly voice carried through the mansion. Looking to the top railing they saw Swift Heart and Grumpy looking down at them.

Cozy Heart waddled to the base of the stares as Swift Heart hurried down to her. Laughing happily they embraced one another, chattering at each other, trying to catch up on what had happened to them.

Grumpy followed at a more leisurely pace, still sore from his fight.

However when he got to the bottom he was snatched by Brave Heart and Tender Heart.

"Don't you ever go off on your own ever again!"

"Yeah, we had no idea if you were ok or not."

"Well I think it's obvious I'm fine so calm down. Looks like you guys did just fine without me."

The three glanced over at the assemblage of the Care Bear Family. Standing alongside of them were Christy, John, Dawn, David, Q-Bot, Alissa, Kim, Jason, Nicholas, Alvin, Blue and the rest of HOPE. Everywhere conversations were going on; stories being told and questions being asked.

Tender Heart was about to call the room to order when an excited trill from Cozy Heart brought attention to her and Swift Heart, "Oh my goodness! Why didn't you tell me sooner?!?"

The rabbit cousin was blushing and trying to contain her laughter. "Go on tell them." True Heart and Noble Heart came up to them, "Tell us what?"

Swift Heart cast a glance at Grumpy, who nodded, a grin creasing his face. Still blushing she held up her left paw, "Grumpy and I are engaged."

For a millisecond all was quiet as the news sank in; before the Care Bear Family and Hope sent up a cry of congratulations that shook the walls of the mansion.

Cheer clapped her hands excitedly, "Now we have to succeed. I want to plan this wedding!"

"Of course we are going to succeed. We've beaten No Heart a thousand times before. Just because he's more powerful now, should that stop us? No. We're more powerful now too. Our numbers have grown and so has our resolve. We are going to rescue Fauna. We are going to defeat No Heart and his forces. And we most certainly are going to restore the caring to the world and make it the way it used to be."

The assembly cheered Tender Hearts motivating words. After the last couple of days, it was heart warming to hear something so normal.

_At No Hearts castle._

The League of Villains waited in the meeting room, giving each other suspicious glances. Empress Shrieky sat drumming her long purple finger nails on the steel table. No longer a child, she wore her purple hair loose, reaching to her mid waist. Her eyebrows no longer looked like fuzzy caterpillars and she had taken to wearing tight fighting dresses. She would have been considered easy on the eyes if not for the scowl always attached to her face and the aura of evil that surrounded her. Now she was watching in annoyance as Dr. Fright fiddled with one oh his inventions; a robotic bat that acted as a spy and released a chemical gas that caused hallucinations.

Frost Bite, Professor Cold Heart, Dark Heart, Auntie Freeze, and the Opposites with the exception of Delay Heart, Gloom, Bleak Heart, Crunch, Conflict, Death Day, Enemy, Mean Heart, Boredom, Careless, and Strict Heart, sat around the table as well. They fidgeted nervously, knowing full well No Heart was going to tear them apart for all the failures they had presented him with.

No sooner had Dr. Fright finished his tampering with the bat then the door to the meeting room slammed open. No Heart entered with Spirit on his arm, air crackling around him, eyes glowing red.

Spirit left him as quickly as possible and took her seat at the opposing head of the table. Rather then taking his rightful place, he paced around the villains, making them tense in preparation for an attack.

"For 30 years, the only problems we had were occasional harassments from the few idiots who thought to oppose my rule. Until now, they never succeeded. THEN just because they bring back a few of the Care Bears, they are suddenly able to defeat my Opposites and capture one of my Generals." He now stood behind his seat, "CAN ANY OF YOU EXPLAIN HOW THIS HAPPENED!!!!!" No Hearts eyes blazed red as he flung the chair into the wall with one sweep of his hand; shattering it to no more then sharp metal shards.

Fixing his gaze on Dark Heart he pointed a glowing finger at him, "How were you not aware of what your better half was doing? I thought that you had been watching him all these years. But he and those brats that bested you all those years ago have started a whole underground organization to usurp me!! Not only that, but they succeeded on numerous occasions!!"

The red clad man tucked his shoulder length hair nervously behind his ear. "I was able to keep track of him when he was attempting to contain me, but then he always disappeared from my magical radar. What ever cloaked him cloaked HOPE's bases making them impossible to find, your majesty…" Lightning shot from No Hearts fingers, which Dark Heart was barely able to deflect.

"I tire of your excuses! I want results! And you…" He turned on the assembled Opposites, "You are the most useless waste of magic I've ever encountered! I should wipe all of you out of existence. Or turn you into a fur rug for my throne room! Get out of my sight now!"

The burning in his lessened as he switched his gaze to Cold Heart. "You are the only one who has done anything useful. Thanks to you, one of my greatest enemies has become a most powerful asset. Even as we speak she is receiving new orders that will give us the advantage when the attack comes."

"Attack my lord?"

He rounded on Dr. Fright, "Yes! Now that all the Care Bears have been reunited they will most likely think they have the advantage. If our past lives were any indication, this means they will come to confront me." He leaned forward on the table, "So my Generals, in order to ensure your further survival, you must exterminate them."

Yes I know it's slightly short but I felt like I needed to give you all some kind of sign I wasn't zapped by a laser and had my brains replaced by tofu.


	18. Beginning of the End

Coming up on the end here folks. I want to thank everyone who continued to read this story even after it was on such a looooooooooooong hiatus. That's why this chappie is extra long. And thanks for all the reviews that kicked my butt into finishing.

* * *

All that remained of No Hearts Castle was a smoking pile of rubble. Nothing moved, no sound was heard, it was as still as death.

Q-Bot looked over the destruction, frozen from the shock that he was the only one left.

"Please, can anyone hear me? Care Bears? Cousins? Tell me you're alive?"

His only answer was the emptiness that encompassed the area.

* * *

7 Hours Earlier.

They had planned it out down to the last detail. Their group had been split to separate the villains thereby preventing a full on assault. Senior members of Hope along with a couple of Care Bears would confront and defeat each villain, and then they would meet as a group to take on No Heart.

No one had liked bringing it up but a plan was also made for how to deal with Fauna if she had been brainwashed to serve No Heart. They'd also prepared themselves incase No Heart had decided not to keep her around.

Another tricky situation was what to do about No Heart and Spirits son. Sure he had been born from two of the most uncaring creatures in the universe, but he was still only a boy and no one felt right about killing a child. Hell the Care Bears didn't even want to resort to killing if they could avoid it. After much back and forth it was decided the boy would be put into HOPES custody on the off chance he may be changed.

So at 8 o'clock in the morning, Christy, John, Dawn, David, Kim, Nicholas, Alvin, Blue Q-Bot, and the Care Bear Family started the 3 hour flight to No Hearts Castle. It was right where it had always been, floating close enough to Care-A-Lot that they could keep an eye on him, but far enough away that he could sneak up on them.

The majority of the flight was quiet as everyone was filled with nervous tension. David kept his arm tight around Christy and Kim had her head rested on Nicholas's shoulder.

Blue flew next to the cloud mobiles using the flight to loosen muscles that had gone unused for a long time. He was trying to keep his cool but even the least observant member could see he was about to fall to pieces.

For 30 years Fauna had been his rock, keeping him from loosing it. She had been his reason to go on and for the second time in his life she had been snatched away from him. The first time when he had thought she was dead had been the worst thing he ever had to suffer through. 'No Heart better have the good sense to keep away from me.' With a deep whinny that startled those in the cloud mobile next to him he sped up.

* * *

11 am: No Hearts Castle

As the group landed, they saw Dr. Fright, Nightmare, Arrogant Heart, and Frigid Heart waiting for them outside.

"Well well, if it isn't the Care Bears. I'd say it's delightful to see you but you all are opposed to lying." He saw them scanning the area for the other villains, "Oh don't worry, my colleagues are waiting for you inside." Taking out a number of the bats like the one he'd been working on he tossed them into the air, "Not that all of you will make it that far."

"Time to split! We'll see you later." Declared Alvin. He, Bright Heart, Loyal Heart, Treat Heart, Friend, and Bedtime stayed behind to fight off the attacking bats as their family members ran for the castle. Loyal Heart and Bright Heart tried to stare down the bats while Alvin tackled Dr. Fright to the ground. Bedtime, Treat Heart, and Friend started to stare the Opposites.

Nightmare kept Bedtime in her sight, intent on making him crystal once more. "You look tired Bedtime. What's the matter, not enough sleep? Aww poor baby, why don't you take a nap, we'll take good care of your friends.''

He leapt out of the way of her stare, "Dream on." Staring a pillow case from his tummy symbol, he began to try and get it over her head.

There was one mechanical bat left, circling Loyal Hearts. As it got close enough it released its hallucinatory gas directly in the dogs face. Coughing he blinked rapidly trying to clear his vision.

"Loyal Heart are you okay?" Treat Heart queried. Turning towards her he saw a giant rolled up newspaper. Whimpering he backed away from her.

Dr. Fright had gotten free of Alvin for the moment and laughed as he saw Loyal Heart retreating. "Not so loyal are we?"

Alvin grabbed him by his cloak and wrapped it tight around his body, pinning his arms to his sides. "Give me the antidote to the gas."

He laughed, "There is no antidote, it will wear off on its own. But by that time it will be too late for him to help you."

Alvin grabbed one of the bats that had been taken down; popping off the head he expelled the gas in Dr. Frights face. "Guess we should even the playing field then."

It took affect quickly and the doc started to scream as Alvin became a giant squid who had him wrapped up in his tentacles.

Friend had trapped Arrogant Heart in a cage made of wood woven together. The cat hissed obscenities at her, "You think this can stop me?"

"Well I don't see you going anywhere." Friend replied smartly.

"Don't need to move for this to work." In a split second he stared her.

Treat Heart, Bright Heart, and Bedtime looked on horrified, expecting Friend to turn into a crystal once more.

When she hadn't started to shrink, Friend ran her paws over her body to make sure she was still a bear. Arrogant yowled in outrage, "What!"

"They can only turn their Opposite into a crystal!" Bright Heart exclaimed before running to grab the pillow case from Bedtime, "I think we should switch partners."

The blue bear yawned and nodded before going to help Loyal Heart regain his sanity.

* * *

The group in side the castle had split, one to cover the main floor and the other to go for the upper levels. As the first group had approached the courtyard, they saw the walls starting to be covered in ice. At this junction the hallway also split to head for the Thunder Pit.

The lower level group divided once more with Q-bot, Harmony, Playful Heart, Love-a-Lot, Cheer, Secret, Beastly, Hugs, and Tugs going toward the icy courtyard and Blue, John, Swift Heart, Proud Heart, Lotsa Heart, Funshine, and Gentle Heart heading for the distant booms and crackles of the pit.

Auntie Freeze and Frost Bite smirked at the group that had entered the frozen gray yard.

"Such a big group for little old me? I'm flattered."

Cheer snickered, "Well the 'old' part is right at least." Auntie Freeze narrowed her eyes at the pink bear, "Listen here you walking piece of cotton candy-"

She didn't get to finish as Playful Heart threw the pie he had conjured into her face. Frost Bite caught some of it and licked his finger. "Yum, I love banana."

Screeching she threw the pie off her face, "Get them!"

Failure, Selfish, Bad Luck, Crone, and Tough Heart appeared behind them and tried to stare them. The group dropped to the ground, letting the stares sail over their heads and hit Auntie Freeze into a wall where she lay still.

Once more Beastly went after Frost Bite along with Hugs and Tugs. Seeing this Crone and Failure went to assist the sidekick. Crone smiled down at the cubs, "Hello my little darlings." His gravelly voice made them cringe.

"We are not little!" Tugs shot back. "And we are most definitely not you darlings." Added Hugs. Tugs stared himself a cloud board and started to circle the grizzly grey Opposite. As he tried to focus on Tugs, Hugs stared up a long length of ribbon and began to head in the opposite direction to Tugs.

"Tugs here!" She tossed him the end of the ribbon. As quickly as they could the two circled Crone over and over, wrapping him from head to toe in the pink ribbon and preventing him from moving. When they were done Hugs took the ends and tied them into a bow that rested on the top of his head. Her brother high-fived her.

Failure used this moment to sneak up on them. The cubs yelped as they were grabbed from behind, "You think you two can handle someone who doesn't have one foot in the grave like your precious Grams Bear?"

Q-bot had detained Auntie Freeze to make sure she couldn't cause them any further trouble. Playful Heart was using the ice covered arches to swing around the perimeter of the courtyard while Tough Heart tried to hit him with rocks he pulled from the ground. Seeing a weakened arch ahead, the lamb Opposite rammed it with his head, causing it to crumble and Playful Heart to fall. Grabbing a sharp icicle he stood over the monkey, grinning mercilessly. "Any last words?"

Playful Heart smiled up at him, "I can't tell you."

"What do you mean you can't tell me you crazy gahh!" A stare had hit him from behind sending him sliding on a patch of ice.

Getting to his feet laughing, Playful finished. "I can't tell you because it's a Secret." The bear continued to stare Tough Heart until he was knocked out from all the warm and fuzzy feelings enveloping him.

"Well he had a secret too. If you don't surrender now, the cubs are going to get it." Failure was holding them over the well. This well emptied straight in the sky. Hugs and Tugs were tied back to back and could not call upon their tummy symbols to save them.

Q-bot and Harmony exchanged a look. As he shot his arm off to punch Failure, Harmony stared a rainbow under the cubs so when Failure dropped them they slid to safety. Going to them she untied them, "Are you okay?" They nodded at her and watched as Q-bots arm returned to him with Failure wriggling to get free.

Love-a-Lot and Selfish were locked in a stare battle as their beams tried to force each other back. Cheer was skating circles around Bad Luck as he tried to stare her.

Stopping right in front of Selfish she taunted the green bear. "I'm sorry I'll stop moving. Here give it a go?" Grunting in frustration and not thinking clearly from spinning in circles, she stared Cheer Bear once more. However the world class skating champ whisked away, allowing the stare to knock Selfish over.

"Thanks Cheer!"

All eight Care Bears surrounded Bad Luck with their tummy symbols going. She fell to her knees, "I give up." Each staring a different colored piece of rope they tied her up and added her to the pile Q-bot was guarding.

"What about Mr. Beastly?" They looked over at the remaining two combatants only to see them playing cards.

Frost Bite inquired, "Got any 3's?" To which Beastly responded, "Go fish."

Sighing the Care Bear members and Q-bot just shook their heads.

* * *

"Why did it have to be the Thunder Pit? I hate the Thunder Pit. And that's the truth." John smirked at Lotsa Heart, "I'm pretty sure nobody except No Heart likes the Thunder Pit."

"I just hope my furrr doesn't get too badly singed frrrom the lightening." Proud Heart ran a hand over her shining coat in emphasis.

"I know. Just think, Loyal Heart may not be as infatuated with you if you looked like an alley cat."

She scowled as the others snickered, "Very funny Swift Heart." Entering the enormous cavern that housed the Thunder Pit they found it empty. "This is weird. I thought for sure someone would be here." They agreed with Funshine.

"Magic mirror hear me well. Help me send these do-gooders straight to hell!" Shreeky materialized among them, firing of shots from her mirror. They caught Gentle Heart and John in the arm causing them to cry out as ugly burns arose. Disappearing again Shreeky re-appeared on the ledge over looking the pit. "It's about time you got here; I've been bored out of my skull." Looking into her mirror she fluffed her hair. "You pet store rejects can come out now. I found someone for you to play with." Betray Heart, Resent, and Scary Heart came from the side of the pit.

Blue scoffed, "What Shreeky, too much of a cowardess to face us yourself?"

She sat on the chair behind her, "Not at all feather brain. I just want you to be nice and warmed up before we take you out. After all, we want to be fair."

"We who?"

"Just wait blonde. You'll see soon. In the mean time, have fun." The Opposites advanced on them, unfazed by the fact Shreeky out right announced they would fail.

* * *

Professor Cold Heart shot ice beam after ice beam at Cozy Heart. However each time he missed he just created more ice for her to slide on her belly on and she continued to doge him.

Kim and Dawn were frozen from the neck down and Birthday was working hard to defrost them. Champ was wrestling with Slight Heart while Tender Heart kept Tell-All preoccupied.

Grabbing Slight Heart by her trunk, Champ flexed his muscles and began to spin in a circle. Lifting the elephant off the ground he let her loose when the momentum was right, sending her sailing towards Cold Heart. He ducked to avoid but in doing so lost his balance and slid on the ice he had created. Cozy Heart laughed as the blue man flailed about trying to gain traction.

"How very graceful of you Professssor." Tender Heart crying out got her attention. He was grabbing his arm which had blood dripping freely through the red fur. "What happened?"

He fell against her, "Tell-All stabbed me." Secrets Opposite waved the bloody knife in proof. "I'm sure if we put a little ice on it you'll feel better."

Champ too cried out as Slight Heart had recovered and rammed him from behind, smashing him against the floor.

Birthday got Dawns arm free allowing her to shoot Slight Heart with her stun gun. The elephant trumpeted as she felt her body go numb but then lay still. She seamlessly switched her aim to Tell-All. "Back off them. Now!" The she-bear did so, hands raised in the air. Dawn fired anyway, putting her down for the count.

As soon as her legs were free she went to Champ. He had a black eye surfacing and a lacerated ear from his wrestling match. "You gonna be okay?" He nodded to her, "I've had worse." He was lying.

Kim shook off the remainder of her ice before pulling her own stun gun. She aimed it at Cold Hearts back. "Okay Professor, games over turn around slowly." He ignored her. Going up to him she realized he wasn't moving. Cozy Heart emerged from around his front, an evil little smirk on her face, "He issssn't the only one who can do freezing."

"What did you do exactly?"

She tapped him with her flipper, spinning him to face Kim. On his chest was a huge replica of Cozy Hearts tummy symbol. Heat radiated from it warming Kim's face.

"Who knew a warm heart would causssse him to have the ssssame reaction assss a frozen heart would on you?" She asked innocently.

Tender Heart shook his head, "You never cease to amaze Cozy Heart Penguin."

* * *

Bright Heart, Bedtime, Friend, Treat Heart, Alvin and Loyal Heart had entered the castle to wait for the others. Loyal Heart was doing much better now after Bedtime had made him take a quick nap to sleep off the effects.

Spotting the group from the courtyard they went up to them, "How'd it go?"

Q-bot answered Alvin, "A few minor injuries but nothing serious. We took out Auntie Freeze and Frost Bite as well as some of the Opposites."

"And I finally won a game of go fish." Beastly declared, cackling.

"And when you get right down to it that's all that really matters." Playful Heart quipped.

* * *

Christy, David, True Heart, Noble Heart, Brave Heart, Share, and Polite entered one of the unused bedrooms cautiously. They had seen Liar and Hate-a-Ton running this way and expected they were being led into a trap.

"Keep your eyes peeled and ears open. I don't like the feel of this." They nodded in agreement with Noble Heart.

The door slamming shut and lock falling into place caused them to jump and circle up tightly. David shoved Christy behind him, spreading his arms to block her while Brave Heart and Noble Heart did the same to Share, Polite, and True Heart.

Leaning against the door was Dark Heart. "Well well, if it isn't the camp champ. How I've missed saying that. So what do you think Christy, am I still a person?"

She tried to move from around her husband but he wouldn't let her. "You are pure evil energy. Nothing more."

"Oh Christy, flattery will get you no where. Not that you will ever be allowed to leave this room again anyway." His eyes glowed red as he called upon his magic.

David too brought up his power, "You are my problem Dark Heart. Leave the others out of this." He sent red chains at Dark Heart, trying to bind his arms. He laughed and waved his hand, making them disintegrate. "You are weak, what made you think you could even have a chance against me?"

David smirked, "I didn't. That's why I brought friends." As he called more power to his hands, True Heart and Noble Heart got their tummy symbols going. Because they were the founders they were the only ones able to emit pure white caring energy. This did the most damage to Dark Heart and it was the reason he never attacked Care-A-Lot when the founders were around.

Kristy spotted Liar and Hate-A-Ton and motioned for Share, Polite, and Brave Heart to help her.

* * *

Betray Heart had tackled Proud Heart to the ground and was leaning over her. "I cannot believe my counterpart fell in love with a wossy little pussy cat like you. Ugh. Your kind is nothing better then something to chase and on occasion use as a chew toy."

Hissing Proud Heart swiped her face, scratching her and kicked her off. "You give yourrr kind a bad name bitch."

Gentle Heart looked shocked, "Proud Heart!"

"It's what she is Gentle. In morrre ways then one." Holding a paw to her bleeding face Betray Heart leapt for Proud Heart again but instead was knocked out by Lotsa Heart throwing an armadillo Blue at her head. Picking her up he tossed her over to where Resent and Scary Heart lay.

"That's the last of them. It's just us now Shreeky." John faced her with a triumphant grin.

Shreeky was slumped down in her chair with one finger resting up by her eye brow. The fact her Opposites were defeated didn't even faze her, which unnerved the Care Bears greatly. Straightening she cracked her spine, "Oh…whoa is me…I guess I shall have to fight you alone."

Then they heard the footsteps echoing from the hallway they had used to get to the Thunder Pit.

Shreeky laughed, "Oh wait. I almost forgot. I'd introduce you to my teammate but I believe you have already met."

Stepping out of the dark hallway and into the crackling light of the Thunder Pit room came Fauna.

"Oh no." Swift Heart breathed. This was the moment they had feared, finding out what had become of Fauna. They thought they had prepared themselves, but seeing their worst fears realized was so much worse.

Funshine and Proud Heart gasped at the sight of her. Lotsa Heart had to look away. John risked a glance at Blue and saw he had become very pale with a slight greenish tint to his face.

"She may have been slightly damaged during delivery but the important thing is she's here now."

Shreeky had made the understatement of the century. Through her torn shirt they could see a fresh gash that stretched from shoulder to hip across her body and what looked like multiple circular burns. Her right arm was decorated with charred patches some revealing the more sensitive dermis beneath. Her left arm and legs were decorated in deep gouge marks like claws. Some were healed but others were open to the air and would soon become infected. Her face was hard as her eyes glowed gold. The scar down her left eye had re-opened and bled freely, masking that side of her face. One of her ears was missing a piece of the top and her right cheek bone was swollen and purple.

Blue felt his knees going weak. How was he supposed to fight her when she looked like this! There was no way his heart would let him. It already ached at the sight of his love so mutilated.

Seeing that Blue was not going to be able to go through with the plan John pointed his stun gun at Fauna. "Come on Fauna, snap out of it. I really don't want to do this."

Her head slowly turned to look only at him. "Do it. I dare you." When he hesitated, Fauna stared him, knocking him into the back wall where he whacked his head. "Pathetic." Her golden gaze returned to the others. She saw Swift Heart whispering frantically to Blue.

"Blue you know even though she looks awful, that as long as she can walk and shift she is a danger. You need to pretend she's not injured and take her."

Shreeky laughed again, "Yeah Blue what's the matter? Scared of your girlfriend?"

Gentle Heart tugged on his pants to get his attention, "Last time you weren't there to help save her and we weren't strong enough. Do you really want history to repeat itself and you loose her forever?"

"He can't do it. He's not strong enough. He won't be able to…" Swift Heart had had enough of Shreeky's mouth and dashed at her, jumping and kicking her in the chest. "You shut up!"

Taking a deep breath Blue shifted into his timber wolf form. Fauna grinned in triumph and turned into a grey wolf. Lifting her muzzle to the ceiling she howled her battle cry.

* * *

The familiar howl echoed through the halls of the castle, announcing to all Fauna had been found. However none of them knew the condition she was in and could not focus on it now.

Nicholas, Grumpy, Wish, Good Luck, Grams and Perfect had paused briefly in their fight with Spirit, Punch, Sour Heart, and Dishonor Heart. As they listened to the howl fade away Spirit cackled evilly at them. "She should be glad she can even walk after the threats she made towards my son. Such a mouth on that one."

Grumpy had gained a smirk of his own, "That's my girl. Smart alike to the end."

Nicholas used the moment to hit Spirit with a spell that turned the floor below her into quick sand. As it sucked her down she muttered a counter spell.

* * *

Dark Heart groaned as he was bombarded with the white caring energy. He tried to shield himself but it proved to be futile.

"I said stop!" Flaring his magic he knocked his 3 assailants down and turned into his smokey form. Floating across the room to Christy and seized her by her throat.

"No leave her alone!" Dark Heart shook his head at David, "No you hurt me so it's only fair I hurt you." Turning his other hand back into smoke he let it filter into Christy's mouth and nose, cutting off her oxygen.

Brave Heart roared and tried to help her but Liar grabbed his mane, holding him back. "Don't bother. She's as good as dead."

"Quick David, take our caring energy. It will give you enough power to stop him." He wasn't about to argue with True Heart and Noble Heart.

With a deep sigh they stared David with their white caring energy, empowering him. Pointing his hand at Dark Heart he released a bolt of his magic surrounded by pure caring energy. "Leave my love alone!" His words added even more power to the blow as it tore through Dark Hearts chest, leaving a gaping hole.

His eyes lost their glow and his smoke retracted from Christy as he fell to the floor dead. She fell with him, coughing and breathing deeply. David went to her, hugging her and making sure she was all right.

"Always…knew…you…had it…in you."

Liar released his hold on Brave Heart, "I give up." Hate-a-Ton mimicked him, "Me too! Let us go?"

Polite stared them both into some empty boxes that then collapsed on them, burying them. "Oops. I'm sorry. I never was any good at controlling this thing."

Share laughed and clapped her on the shoulder.

Noble and True Heart were on the floor, leaning against one another and looking tired.

"Are you two alright?" True Heart nodded to Share, "We just need a moment."

* * *

Blue and Fauna had charged at each other while Swift Heart, Proud Heart, Lotsa Heart, and Funshine attacked Shreeky. Gentle Heart went to make sure John was okay aside form the bump on his head.

Shreeky got to her feet and glared at Swift Heart. "I am so sick of all of you! Magic mirror listen to me, fry the Care Bears and Cousins till they're extra crispy!" The mirror glowed and fired a bolt where Swift Heart had been seconds before.

"Nice try Shreeky. What else ya got?" Growling at her taunts she aimed her next bolt at Proud Heart. She avoided easily, tumbling to the side. Funshine had gotten behind Shreeky and stared her in the back.

"Owww! Why you little-" Turning she aimed at the yellow bear. That's when Lotsa Heart stared her in the side of the head. The light blinded her and as she threw her hands up to block it, her mirror went flying. It slid precariously close to the edge of the Thunder Pit. Swift Heart scrambled to get to it but Shreeky tackled her to the ground before scrambling over her. A yowl of pain distracted the others.

Looking over they saw bobcat Fauna with her burnt leg enclosed in Blue's crocodile jaws. He immediately released her, "Babe I'm sorry! I…" she growled fiercely before swatting his sensitive eyes with her paw, claws extended. Leaping back as he snapped at her once more she hunched her back and hissed at him. Turning into a tiger he advanced on her. Leaping to get her with his own claws he felt his paw strike nothing but dozens of sharp needles. Fauna had shifted into an echidna and curled up so her spines stuck out. Retreating he turned human so he could pull the spines out.

"Blue look out!" He looked up after Gentle Hearts warning and saw Fauna kick him in the gut as a cassowary. One of her talons raked his abdomen leaving a bloody gash. Cursing he fell backwards clutching his stomach. Looking up he saw her coming down for another blow and rolled out of the way. Then spinning on his hands he kicked her long legs out from under her and pinned her as a velociraptor.

"Fauna snap out of it. It's killing me that I have to hurt you."

"Not enough apparently." Blue fell away as she took on her rhino form.

* * *

Spirit had stopped herself from sinking into the floor and had countered Nicholas by having his left leg turned to stone, pinning him where he stood. He flipped through the book looking for a spell as Wish, Good Luck, and Perfect stared Spirit. She cowered behind a shield working on a spell of her own.

Grumpy and Dishonor Heart were exchanging blows while Grams read Sour Heart an impressive lecture on manners and caring. The pig cousin covered his ears yammering for her to stop but couldn't get away since he was trapped in a cage made of vines.

"Wish!" Grumpy and Grams turned to see the teal bear clutching her eyes, "I can't see!" Perfect pulled her paws away only to see her eyes had gone completely white.

"You will only miss the destruction of your friends. I will regail you with it later." Shattering her shield she finished her spell which petrified the other Care Bears in the room.

"And now for you, my former apprentice."

Nicholas grinned at her, "Reputanna libro delia onfino sorbala comlenco porino ANTANA!"

A magical wind whipped around Spirit pulling her towards Nicholas. She searched for her magic to call a counter spell but found it was gone. Nicholas opened the book and Spirit realized the wind was pulling her into its pages.

Her eyes widened in terror, "No. No! No Heart Help Me!!!!" She scrabbled futile for any kind of hand hold to delay her fate. Slowly she disappeared into the pages with a horrified scream. Slamming the book closed he locked it tight and dropped it to the floor. He felt his leg become flesh once more and saw the Care Bears slowly begin to move. Dishonor fled from the room, leaving his comrade in the cage.

Going to Wish he checked her eyes, happy to see brown pupils once more. "How are you doing?"

"I can see. I wish that will never happen again." He gave her a hug to calm her. "You can rest while we wait for the others. Let's head down to the rendezvous point."

* * *

Shreeky grabbed her mirror, holding it triumphantly. "Ha! I got it!"

"Care Bear Cousins prepare to stare!" Yelled Funshine.

No Hearts niece smirked at something she saw in the mirror, "I wouldn't do that if I were you. Pointing behind her she indicated Fauna and Blue.

Fauna had her hyena jaws clamped around Blues human neck. In one bite she could snap through his neck and severe his jugular causing him to bleed to death. Her whole body trembled from exhaustion but her eyes still glowed gold. "Back away from Shreeky or I snap his neck."

"Fauna you don't mean that. It's Blue. You love him."

"Past tense. I loved him. Love is not a luxury we want or need in No Hearts service. Now call off the others Swift Heart."

Blue too was shaking, but not for the same reason as Fauna. The Cousins had seen Blue loose his temper multiple times, and always he got so tense he started to vibrate. Proud Heart got an idea. "Good thing you don't love him anymore, because obviously he doesn't love you as much as we thought."

Lotsa Heart for once was able to catch on quickly, "And that's the truth. He barely put up a fight against you."

"She's barely alive as it is! I put up as much of a fight as I could without killing her!" He yelled at them.

Swift Heart rolled her eyes, "Do you really think if things were reversed Fauna would hold back against you? She used to know that when fighting for those you love, you fight with all your heart. You failed her Blue, and you know it."

Fauna hyena laughed, "You heard them Blue. You failed me." Shreeky joined in laughing with her at the sappiness that had just occurred.

Hearing those words from Fauna's mouth pushed him over the edge. With a roar he turned into a male lion and shoved her off. While she was still down he whacked her with his huge paw, sending her into a wall with a yelp. Before she could recover he swatted her again. As she struggled to stand he shifted into his Pegasus form and kicked her with his hooves. The air rushed from her lungs as she fell to the ground once more. Her hyena form melted away as she became Pegasus once more, to exhausted to move let alone hold a shape. Blue stood over her, watching her shallow breathing as he calmed down.

"Grrr take this you winged rat! Magic mirror listen to me…"

"Stare!" The caring beams of light knocked the mirror from her hand once more. Only this time when it hit the floor the glass shattered into thousands of tiny pieces. Shreeky stared at it mouth agape in disbelief.

'My…my…my mirror!" her face got red, "I'm going to do something I haven't done in years. I'm going to…to…" Inhaling deeply, Shreeky let loose one of the awful sounds that gave her her name. The walls shook as rock fell and the Care Bear family covered their ears.

Blue whinnied and flattened his ears to his skull. Fauna lost the golden glow from her eyes, lifting her head as the shriek ended. "Shreeky will you shut the hell up!"

Realizing she had broken the brain washing on Fauna, Shreeky shut her mouth, eyes going wide. "Ooops!" Swift Heart ran to check Fauna over as Funshine, Lotsa Heart, and Proud Heart stared Shreeky into the wall and kept her there with heart decorated chains, "You won't defeat Uncle No Heart. He is much more powerful than you."

Lotsa Heart stared a heart over her mouth so she couldn't talk.

"Babe are you okay?"

She looked at him, still breathing funny. "No. I was tortured by No Heart, brainwashed to attack you, then you threw me into a wall over and over again. And now I'm exhausted. Would you be okay?"

Blue smiled and nuzzled her, "Glad you're back." Her eyes closed as she reveled in her boyfriend's gentle touch once more.

"Can you move Fauna or do you need to rest?" Under the glare from Blue Swift Heart edited her statement, "Never mind. Take your time. We can Handle No Heart. Let's meet up with the others." Helping a groggy John they headed back for the main room.

So there is only one thing left to be done. See you next time


End file.
